Summit Broadband 2018 FCC Cable Notice
Summit Broadband Inc. (“Summit Broadband”) appreciates your subscription to our cable television services, and we are providing an overview of essential information to ensure understanding of our video products, terms of service, and maintenance policies. Note: Services in this notice may not be available to all Summit Broadband customers. If you have questions about this notice or any of our video and non-video products and services, please contact our customer service representatives.
Products and Services
Based on availability and selected tiers of service, which can require additional fees, Summit Broadband customers have access to basic cable television, HD channels and equipment, premium channels, seasonal sports programming, multi-channel DVR, and watchTVeverywhere.
Prices and Options for Programming Services
Summit Broadband may change our prices, fees, the service(s) and/or the terms and conditions of agreement(s) at any time in accordance with applicable law. To the extent required by law, we will give you thirty (30) days’ prior notice of any significant change. If you find the change unacceptable, you have the right to cancel or change your cable television service(s). However, if you continue to receive cable television service(s) after the end of the thirty (30)-day notice period, you will be considered to have accepted the changes. Please contact Summit Broadband if you have questions.
Installation and Service Maintenance Policies
Subject to applicable law, we have the right to change our cable television service(s) and Summit Broadband equipment at any time with or without notice. You agree to allow us and our agents the right to enter your property at which the service(s) and/or Summit Broadband equipment will be provided at reasonable times, for purposes of installing, configuring, maintaining, inspecting, upgrading, replacing, and removing the service(s) and/or Summit Broadband equipment used to receive the service(s).
Instructions on How to Use the Cable Service
Pursuant to the provisions in the applicable Terms and Conditions (visit www.summit-broadband.com/disclaimers), you agree that the cable television service(s) and the Summit Broadband equipment will be used only for personal, residential, non-commercial purposes, unless otherwise specifically authorized by us in writing. You agree and represent that you will not resell, lease, abandon, or give away or otherwise permit another to resell, lease, abandon, or give away the service(s) and/or the Summit Broadband equipment, in whole or in part. You will not use or permit another person, user, entity, or other provider of cable TV, internet, or phone services to use the Summit Broadband equipment or the service(s), directly or indirectly, for any unlawful purpose.
Channel Positions of Programming Carried on the System
Subject to applicable law, Summit Broadband may rearrange, delete, add to, or otherwise change programming or features or offerings contained in the service(s), including, but not limited to, content, functionality, hours of availability, customer equipment requirements, speed, and upstream and downstream rate limitations. If we do give you notice, it may be provided on your monthly bill, as a bill insert, email, in a newspaper, or in other communication(s) permitted under applicable law. You can find the current programming lineup for your level of service at https://www.summit-broadband.com/tv-faqs/.
Service(s) are provided on a month-to-month basis. You will generally be billed monthly, in advance, for recurring service charges, equipment charges, and fees. Your first bill may include pro-rated charges from the date you first begin receiving service(s), as well as monthly recurring charges for the next month and charges for non-recurring services you have received. You may be billed for some service(s) individually after they have been provided to you; these include measured and per-call charges (as explained below) and charges for pay-per-view movies or events, interactive television, and e-commerce. If you receive service(s)) under a promotion, after the promotional period ends, regular charges for the service(s) will apply. We do not waive our rights to collect the full balance owed to us by accepting partial payment. We will apply the partial payment to the outstanding charges in the amounts and proportions that we determine. We reserve the right to charge a monthly paper bill fee for any customers that have not agreed to, or have otherwise opted out of, receiving paperless or electronic billing statements.
Third-Party Charges: You may incur charges with third-party service providers, such as interactive options on your cable TV service, that are separate and apart from the amounts charged by us. You are solely responsible for all such charges payable to third parties, including all applicable taxes.
Late or Non-Payments: You may be billed fees, charges, and assessments related to late or non-payments if for any reason Summit Broadband does not receive payment for the service(s) by the payment due date or you pay the less-than-full amount due for the service(s).
Collection Costs: If we use a collection agency or attorney to collect money owed by you, you agree to pay the reasonable costs of collection. These costs include, but are not limited to, any collection agency’s fees, reasonable attorneys’ fees, and arbitration or court costs.
Suspension/Disconnect: If you fail to pay the full amount due for any or all the service(s), then Summit Broadband, at its sole discretion in accordance with and subject to applicable law, may suspend or disconnect any or all the service(s) you receive.
Billing Questions: Subject to applicable law, if you intend to dispute a charge or request a billing credit, you must contact Summit Broadband within sixty (60) days of the date on the bill. You waive any disputes or credits that you do not report within sixty (60) days. Summit Broadband may agree to provide billing services on behalf of third parties, as the agent of the third party. Any such third-party charges shall be payable pursuant to any contract or other arrangement between you and the third party. We will not be responsible for any dispute regarding these charges between you and any third party. You must address all such disputes directly with the third party.
If you have a complaint regarding your cable TV service from Summit Broadband, please contact us by phone or in writing. Our highly trained and experienced customer service representatives are available twenty-four (24) hours per day, seven (7) days per week to respond to your phone inquiries.
Navigation Devices and CableCARDs
Some cable channels require a CableCARD in addition to a set-top box or other device to be viewed. CableCARDs are available for an additional fee. Connection of a cable box with a CableCARD may limit some of the features on your TV and DVR. However, we can provide you with a tuning adaptor so you can take advantage of all the features available under your subscription. If we provide and install such equipment, you may incur a monthly rental fee on your bill.
Click here to download Summit Broadband 2018 FCC Cable Notice.
2. PRIVACY. Summit Broadband respects the privacy of visitors to our website. You may review our Privacy Statement located on this website for more details.
3. FEEDBACK. If you have any questions or comments about this website or want to bring to our attention any material you believe to be inaccurate, please contact us at firstname.lastname@example.org. We will, if appropriate, respond to you.
4. CONTENTS AND LINKING. The material that appears on this website is for general informational purposes only. While we try to ensure that any posted information is both current and accurate, we cannot be held responsible for any inadvertent errors. This website may not be updated daily, and therefore certain information may not be the very latest information available. Before you act on information you’ve found on our website, you should independently confirm any facts that are important to your decision. Summit Broadband is not responsible for information provided by any advertisers or others, including those to whose websites we link. By linking to another website, we are not endorsing that website or any product or service offered on that site. Although we make this website freely available and accessible to the general public, we do not give up our rights, or anyone else’s rights, to the materials appearing on the website. The materials available through this website are solely the property of Summit Broadband and are protected by copyright, trademark and other intellectual property laws. Except for the limited licenses expressly granted to you in these Website Terms and Conditions, Summit Broadband reserves all other rights and licenses. You have permission to display and print for your personal, non-commercial use any information you see on this website, but you may not otherwise reproduce or modify any of the materials without the prior written consent of Summit Broadband. You are not permitted to distribute copies of materials found on this website in any form (including by e-mail or other electronic means), without prior written permission from Summit Broadband. Requests for permission to reproduce or distribute materials found on this website should be sent to email@example.com. Summit Broadband welcomes links to the home page of this website so long as the link does not state or imply any affiliation, connection, sponsorship, or approval of your site by Summit Broadband. We do not permit framing or inline linking to our website or any portion of it.
5. TRADEMARKS. You are not permitted to use any trademark or service mark appearing on this website without the prior written consent of Summit Broadband. Our logo and “Performance is Everything” slogan are registered trademarks and/or service marks of Summit Broadband. Other trademarks appearing on this website or other sites linked to from this website are the property of Summit Broadband or their respective owners.
6. ORDERING PRODUCTS AND SERVICES. Some products and services of Summit Broadband may be ordered through this website. All orders you make through this website are subject to the availability, terms, and other conditions that apply to the particular products and services when you place your order. All products and services, their contents, availability, and pricing are subject to change at any time without notice. We encourage you to read the terms and disclaimers accompanying any products or services that you order through this website before making a purchase.
7. SUBMISSIONS AND POSTINGS; DISCLOSURE. You are solely responsible for any information that you submit or post on this website. Do not submit, post, or transmit any defamatory, abusive, obscene, threatening, or illegal material, or any other material that could be considered offensive and/or infringes on the rights of others. We retain the right to deny access to anyone who we believe has violated these terms or any other term of these Website Terms and Conditions. At our discretion, we may monitor, delete, move, or edit any submissions or posts that we consider unacceptable or inappropriate, whether for legal or other reasons. We will comply with all requirements of the law regarding disclosure of any submissions or postings on this website to others, including to law enforcement agencies and parties making civil legal requests. We will also comply with any other requirements of the law regarding disclosure of other aspects of your use of this website. Summit Broadband encourages you to provide feedback about this website and our products and services. We will consider any communications you send to this website or Summit Broadband through other means to be non-confidential. Those submissions become the sole property of Summit Broadband, and we may choose to reproduce, use, publish, modify, disclose, distribute, or otherwise use these communications in any way and for any purpose as we feel is appropriate. All such uses by Summit Broadband will be without liability or obligation of any kind to you for compensation. These uses may include use of the content of any such communications, including any works, marks, names, ideas, inventions, concepts, techniques or know-how disclosed therein, for any purpose.
8. TERMINATION. Summit Broadband reserves the right at any time to terminate your use of this website if you fail to comply in full with any items in these Website Terms and Conditions, or any other terms, agreements, or policies that apply to this website. 8. TERMINATION. Summit Broadband reserves the right at any time to terminate your use of this website if you fail to comply in full with any items in these Website Terms and Conditions, or any other terms, agreements, or policies that apply to this website.
9. INDEMNIFICATION. You agree to indemnify, defend, and hold harmless Summit Broadband (including its parents, subsidiaries, and affiliates and all of their respective officers, directors, employees, agents, licensors, suppliers, and any third-party information providers) against all claims, losses, expenses, damages, and costs (including reasonable attorney fees) resulting from any breach of these Website Terms and Conditions or unauthorized use of this website. Your indemnification obligation will apply beyond the termination of these Website Terms and Conditions. At our expense and election, we reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you, and you agree to cooperate with Summit Broadband in connection with our defense.
10. DISCLAIMER OF WARRANTIES AND LIABILITY. Use of this website is solely at your own risk. Because of the number of possible sources of information available through the website, and the uncertainties of electronic distribution, Summit Broadband cannot be held responsible for any interruptions, delays, omissions, inaccuracies, or other problems with such information. If you rely on this website or any material available through this website, you do so at your own risk. You are solely responsible should any damage to your computer system or loss of data result from any material and/or data downloaded from, or otherwise provided through, this website. This website is provided to you “as is,” “with all faults,” and “as available.” Summit Broadband and its agents and licensors cannot warrant the accuracy, completeness, usefulness, timeliness, non-infringement, merchantability, or fitness for a particular purpose of the information available through the website. Summit Broadband does not guarantee that the website will be error-free, continuously available or free of viruses or other potentially harmful works. Under no circumstances is Summit Broadband, including its parents, subsidiaries, affiliates, agents and licensees, liable to you or anyone else for any damages arising out of any use or misuse of this website, including, without limitation, liability for consequential, special, incidental, indirect, or similar damages, even if advised beforehand of the possibility of such damages, regardless of the form or cause of action including, but not limited to, contract, negligence, and other tort actions. Because some states do not allow the exclusion or limitation of certain categories of damages, the above limitation may not apply to you. In such states, the liability of Summit Broadband and its agents and licensors is limited to the fullest extent permitted by such state law. You agree that the liability of Summit Broadband (including its parents, subsidiaries, and affiliates) and its agents and licensors, if any, arising out of any kind of legal claim in any way connected to the website shall not exceed the amount you paid to Summit Broadband for use of the website.
11. MISCELLANEOUS. To obtain access to certain services on our website, you may be required to register. As part of any such registration process, you will select a user name and a password. You agree that the information you supply during that registration process will be accurate, complete, and apply to you. You will not register under the name of, nor attempt to enter the service under the name of, another person. Summit Broadband reserves the right to reject or terminate any user name that, in its judgment, it deems offensive. You will be responsible for preserving the confidentiality of your password and will notify us of any known or suspected unauthorized use of your account. At certain places on this website there may be additional or other terms and policies that apply to your use of this website and the services on it. By using the website or those services, you agree to abide by those terms and policies. We can change those terms and policies as needed at our discretion. By continuing to use the website after we post any changes, you accept and agree to those terms and policies, as modified. These Website Terms and Conditions have been written in accordance with the laws of the state of Florida. By using this website, you consent to the exclusive jurisdiction of the state and federal courts in Florida, in all disputes arising out of or relating to these Website Terms and Conditions or this website. In the event that any portion of these Website Terms and Conditions are held to be unenforceable, the unenforceable portion shall be construed in accordance with applicable law as nearly as possible to reflect the original intentions of the parties, and the remainder of the provisions shall remain in full force and effect. By using this website, you agree to abide by the terms of these Website Terms and Conditions. We hope you enjoy using this website, and we welcome suggestions for improvements.
Toll Fraud is the theft of long distance service. It typically occurs when a party gains remote access to the Customer’s PBX, Soft Switch, or key system located at the Customer’s premise. Toll fraud may also occur through unauthorized use of the Customer’s calling cards.
Customers should immediately notify Summit Broadband of suspected Toll Fraud by calling the Summit Broadband Customer Care Center. Be prepared to identify the means by which the fraud occurred, if known, and any modifications made to Customer Premise Equipment (CPE) in an attempt to stop the Toll Fraud. Upon notice, Summit Broadband will investigate any suspected Toll Fraud, and may block, suspend, or otherwise limit the ability of the Service to prevent continued Toll Fraud. Customer agrees to cooperate with Summit Broad-band in the investigation, including the reporting of such incidents to the appropriate Field Office of the Federal Bureau of Investigation. Customer agrees to provide Summit Broadband with such information and documentation as Summit Broadband may request, including any reports, testimony or affidavits submitted to law enforcement.
Summit Broadband is dedicated to leading the industry in providing quality, user-friendly network services and CPE. As part of that commitment, Summit Broadband respects the right of its customers to choose the Summit Broadband services and equipment that meet particular Customer needs, so long as the use is lawful and does not violate Summit Broadband’s policies and procedures. The freedom of the Customer to choose among Summit Broadband’s diverse service applications and the Customer’s exclusive control of CPE means that the Customer, and not Summit Broadband, is capable of addressing and preventing Toll Fraud. IT IS THE EXCLUSIVE RESPONSIBILITY OF THE CUSTOMER TO PREVENT THE OCCUR-RENCE OF FRAUD, and Customer is responsible for payment of any charges incurred due to fraud (including Toll Fraud), abuse, or misuse of the Services, whether known or unknown to Customer, and whether or not Summit Broadband takes any actions to stop or block Toll Fraud.
ABOUT THESE TERMS AND CONDITIONS, OUR SERVICES, AND YOUR RIGHTS
Summit Broadband Inc. (“Summit Broadband”,” “we,” “us,” or “our”) Service(s) will be provided to you (“you,” “your,” or “Customer”) on the terms and conditions set forth herein for residential Service(s) (the “Residential Terms and Conditions”) and applicable law by the operating company subsidiary of Summit Broadband that owns and/or operates the cable television, telephone, or Internet systems that delivers Service(s) to you. For purposes of these Residential Terms and Conditions, “affiliate” means any entity that controls, is controlled by, or is under common control with Summit Broadband. Service(s) may include, but are not limited to, cable television service (“Cable TV”), Internet service, (“Internet”) and telephone service (“Phone”) (each a “Service” and collectively the “Services”). The Service(s) do not include Summit Broadband owned or controlled websites such as www.summit-broadband.com. The Summit Broadband website has its own terms of service and policies that are accessible directly from the site.
We may change our prices, fees, the Service(s) and/or the terms and conditions of these Residential Terms and Conditions at any time, and further discussed herein. Unless these Residential Terms and Conditions or applicable law specifies otherwise, we will give you thirty (30) days’ prior notice of any significant change to these Residential Terms and Conditions. If you find the change unacceptable, you have the right to cancel your Service(s). However, if you continue to receive Service(s) after the end of the thirty (30) day notice period (the “Effective Date”) of the change, you will be considered to have accepted the changes.
You may not modify these Residential Terms and Conditions by making any typed, handwritten, or any other changes to it for any purpose.
Note: These Residential Terms and Conditions contain a binding arbitration provision in Section 13 that affects your rights under these Residential Terms and Conditions with respect to all Service(s). These terms and conditions are subject to applicable tariffs and service guides.
GENERAL TERMS AND CONDITIONS
1. ACCEPTANCE OF THIS AGREEMENT You will have accepted these Residential Terms and Conditions and will be bound thereby if you use the Service(s) or otherwise indicate your affirmative acceptance of such terms. You acknowledge that you are accepting this Agreement on behalf of all persons who use the Summit Broadband Equipment and/or Service(s) at the Premises and that you shall have sole responsibility for ensuring that all other users understand and comply with these Residential Terms and Conditions and any applicable Summit Broadband policies including, but not limited to, acceptable use and privacy policies.
2. CHARGES AND BILLINGS a. Charges, Fees, and Taxes You Must Pay. You agree to pay all charges associated with the Service(s), including, but not limited to, installation/service call charges, monthly service charges, Summit Broadband Equipment charges, measured and per call charges, applicable federal, state, and local taxes and fees (however designated), regulatory recovery fees for municipal, state, and federal government fees or assessments imposed on Summit Broadband, permitted fees and cost recovery charges, or any programs in which Summit Broadband participates, including, but not limited to, public, educational, and governmental access, universal service, telecom relay services for the visually/hearing impaired, rights-of-way access, and programs supporting the 911/E911 system and any fees or payment obligations imposed by governmental or quasi-governmental bodies for the sale, installation, use, or provision of the Service(s). YOU WILL BE RESPONSIBLE FOR PAYING ANY GOVERNMENT IMPOSED FEES AND TAXES THAT BECOME APPLICABLE RETROACTIVELY. We will provide you with notice and an effective date of any change in our prices or fees, unless the change in price is related to a change in governmental or quasi-governmental taxes, fees, or assessments, in which case we may elect not to provide notice except where required by applicable law. Not all fees apply to all Service(s).
For Internet Service Customers Internet service price information is available by calling customer support at 407-996-8900 (or an alternative site if we notify you).
b. How We Will Bill You. Service(s) are provided to you on a month-to-month basis. You will generally be billed monthly, in advance, for recurring service charges, equipment charges, and fees. Your first bill may include pro-rated charges from the date you first begin receiving Service(s), as well as monthly recurring charges for the next month and charges for non-recurring services you have received. You may be billed for some Service(s) individually after they have been provided to you; these include measured and per-call charges (as explained below) and charges for pay-per-view movies or events, interactive television, and e-commerce. If you receive Service(s) under a promotion, after the promotional period ends, regular charges for the Service(s) will apply. We do not waive our rights to collect the full balance owed to us by accepting partial payment. We will apply the partial payment to the outstanding charges in the amounts and proportions that we determine. We reserve the right to charge a monthly paper bill fee for any customers that have not agreed to, or have otherwise opted out of, receiving paperless or electronic billing statements. c. Third-Party Charges That Are Your Responsibility. You acknowledge that you may incur charges with third-party service providers such as accessing on-line services, calling parties who charge for their Phone-based services, purchasing or subscribing to other offerings via the Internet or interactive options on your Cable TV Service that are separate and apart from the amounts charged by us. You are solely responsible for all such charges payable to third parties, including all applicable taxes. In addition, you are solely responsible for protecting the security of credit card and other personal information provided to others in connection with such transactions. d. Payment by Credit Card, Debit Card, Electronic Check, or Check. If you use a credit card or debit card to pay for the Service(s), use of the card is governed by the card issuer agreement, and you must refer to that agreement for your rights and liabilities as a cardholder. If Summit Broadband does not receive payment from your credit or debit card issuer or its agents, you agree to pay all amounts due upon demand. If you make payment by check or electronic check, you authorize Summit Broadband to collect your check electronically. You agree that you may not amend or modify any payments with any restrictive endorsements (such as “paid in full”), or other statements or releases on or accompanying checks or other payments accepted by Summit Broadband and any such notations shall have no legal effect. e. Our Remedies if You Pay Late or Fail to Pay.
1. Late or Non-Payments:
You may be billed fees, charges, and assessments related to late or non-payments if for any reason (a) Summit Broadband does not receive payment for the Service(s) by the payment due date or (b) you pay less than the full amount due for the Service(s).
2. Fees Not Considered Interest or Penalties:
Summit Broadband does not anticipate that you will fail to pay for the Service(s) on a timely basis, and we do not extend credit to customers. Any fees, charges, and assessments due to late payment or non-payment are liquidated damages intended to be a reasonable advance estimate of our costs resulting from late payments and non-payments. These costs will be difficult to calculate or to predict when we set such fees, charges, and assessments, because we cannot know in advance: (a) whether you will pay for the Service(s) on a timely basis, if ever; (b) if you do pay late, when you will actually pay; and (c) what costs we will incur because of your late payment or non-payment.
3. Collection Costs:
If we use a collection agency or attorney to collect money owed by you, you agree to pay the reasonable costs of collection. These costs include, but are not limited to, any collection agency’s fees, reasonable attorneys’ fees, and arbitration or court costs.
If you fail to pay the full amount due for any or all of the Service(s) then Summit Broadband, at its sole discretion in accordance with and subject to applicable law, may suspend or disconnect any or all the Service(s) you receive. f. Reconnection Fees and Related Charges If you resume Service(s) after any suspension, we may require you to pay a reconnection fee. If you reinstate any or all Service(s) after disconnection, we may require you to pay an installation fee and/or service activation fee and a deposit. These fees are in addition to all past due charges and other fees. Reconnection of the Service(s) is subject to our credit policies, these Residential Terms and Conditions, and applicable law. g. Our Right to Make Credit Inquiries YOU AUTHORIZE SUMMIT BROADBAND TO MAKE INQUIRIES AND TO RECEIVE INFORMATION ABOUT YOUR CREDIT EXPERIENCE FROM OTHERS, TO ENTER THIS INFORMATION IN YOUR FILE, AND TO DISCLOSE THIS INFORMATION CONCERNING YOU TO APPROPRIATE THIRD PARTIES FOR REASONABLE BUSINESS PURPOSES. h. Your Responsibilities Concerning Billing Questions. Subject to applicable law, if you intend to dispute a charge or request a billing credit, you must contact Summit Broadband within sixty (60) days of the date on the bill. You waive any disputes or credits that you do not report within sixty (60) days. Summit Broadband may agree to provide billing services on behalf of third parties, as the agent of the third party. Any such third-party charges shall be payable pursuant to any contract or other arrangement between you and the third party. We will not be responsible for any dispute regarding these charges between you and any third party. You must address all such disputes directly with the third party.
3. DEPOSIT We reserve the right to require you to pay a deposit when you activate the Service(s), if you add Summit Broadband Equipment and/or Service(s), or if you fail to pay any amounts when they are due. If we disconnect your Service(s) or are otherwise required under applicable law to refund the deposit, and if you have provided accurate, current, and truthful information about yourself to set up a customer account with us (including, but not limited to, the representations and warranties in Section 15b), we shall within forty-five (45) days, or as otherwise specified by applicable law, return a sum equal to the deposit(s) you paid (without interest unless otherwise required by law) minus any amounts due on your account (including without limitation, any amounts owed for the Service(s) or for any Summit Broadband Equipment that is damaged, altered, or not returned).
4. CHANGES TO SERVICES AND EQUIPMENT Subject to applicable law, we have the right to change our Service(s) and Summit Broadband Equipment at any time with or without notice. We also may rearrange, delete, add to, or otherwise change programming or features or offerings contained in the Service(s), including, but not limited to, content, functionality, hours of availability, customer equipment requirements, speed, and upstream and downstream rate limitations. If we do give you notice it may be provided on your monthly bill, as a bill insert, email, in a newspaper or other communication permitted under applicable law.
5. ACCESS TO YOUR PREMISES AND CUSTOMER EQUIPMENT
a. Premises You agree to allow us and our agents the right to enter your property at which the Service(s) and/or Summit Broadband Equipment will be provided (the “Premises”) at reasonable times, for purposes of installing, configuring, maintaining, inspecting, upgrading, replacing and removing the Service(s) and/or Summit Broadband Equipment used to receive any of the Service(s).
b. Customer Equipment “Customer Equipment” means software, hardware, or services that you elect to use in connection with the Service(s) or Summit Broadband Equipment. You agree to allow us and our agents the rights to insert CableCARDs and other hardware in the Customer Equipment, send software and/or “downloads” to the Customer Equipment and install, configure, maintain, inspect, and upgrade the Customer Equipment and Summit Broadband Equipment.
c. Truck Rolls A “Truck Roll” is defined as the cost of having a technician attend the Premises to determine there has been no fault in the Service(s) provided by us to you at the Premises, but rather an issue not requiring the work
of a specialist or that could have been solved remotely without incurring travel costs. We have the right to charge you for a Truck Roll if your issue is not related to our network or to any other Summit Broadband issue. We will not impose a Truck Roll if you have enrolled in the Inside Wiring Maintenance plan, as discussed in Section 6c of these Residential Terms and Conditions. Customers must have active Inside Wiring Maintenance for a consecutive period of ninety (90) days from each last Truck Roll to be exempted from each future Truck Roll charge.
d. Ownership and Access You warrant you are either the owner of the Customer Equipment and/or the Premises or that you have the authority to give us access to the Customer Equipment and/or the Premises. If you are not the owner of the Customer Equipment and/or the Premises, you are responsible for obtaining any necessary approval from the owner to allow us and our agents access to the Customer Equipment and/or the Premises to perform the activities specified above. In addition, you agree to supply us or our agents, if we ask, the owner’s name, address and phone number and/or evidence that the owner has authorized you to grant access to us and our agents to the Customer Equipment and/or the Premises to perform the activities specified above.
6. MAINTENANCE AND OWNERSHIP OF EQUIPMENT AND SOFTWARE
a. Summit Broadband Equipment You agree that except for the wiring installed inside the Premises (“Inside Wiring”), or equipment purchased by you from Summit Broadband, all Summit Broadband Equipment belongs to us or other third parties and will not be deemed fixtures or in any way part of the Premises. “Summit Broadband Equipment” means all software or “downloads” to Customer Equipment or Summit Broadband Equipment and all new or reconditioned equipment installed, provided, or leased to you by us or our agents, including, but not limited to, cabling or wiring and related electronic devices, cable modems, Phone capable modems, wireless gateway/routers, CableCARDs, and any other hardware excluding equipment purchased by you from Summit Broadband.
We may remove or change the Summit Broadband Equipment at our discretion at any time the Service(s) are active or following the termination of your Service(s). You agree that our addition or removal of or change to the Summit Broadband Equipment may interrupt your Service(s). The Summit Broadband Equipment may only be used in the Premises and only for the Service(s) provided pursuant to these Residential Terms and Conditions, unless we have provided prior written authorization to you otherwise. At your request, we may relocate the Summit Broadband Equipment in the Premises for an additional charge, at a time agreeable to you and us. YOU UNDERSTAND AND ACKNOWLEDGE THAT IF YOU ATTEMPT TO INSTALL OR USE THE SUMMIT BROADBAND EQUIPMENT OR SERVICE(S) AT A LOCATION OTHER THAN THE PREMISES, THE SERVICE(S) MAY FAIL TO FUNCTION OR MAY FUNCTION IMPROPERLY.
You agree that you will not allow anyone other than Summit Broadband or its agents to service the Summit Broadband Equipment. We suggest that the Summit Broadband Equipment in your possession be covered by your homeowners’, renters’, or other insurance.
In the event that you damage or lose (whether by misplacement or as a result of theft) the Summit Broadband Equipment, you shall be solely responsible for any costs or expenses associated with repair or replacement of such damaged, stolen, or otherwise misplaced equipment or components thereof. Upon the termination of your Services, you shall be responsible to return to Summit Broadband (or pay the replacement costs and expenses to Summit Broadband if the equipment or components shall have been lost or stolen) any and all Summit Broadband Equipment.
b. Customer Equipment 1. Responsibility:
You have sole responsibility for the operation or support, maintenance, or repairs of any Customer Equipment including, but not limited to, Customer Equipment to which Summit Broadband or a third party has sent software or “downloads.”
2. Non-Recommended Configurations:
Customer Equipment that does not meet Summit Broadband’s minimum technical or other specifications constitutes a “Non-Recommended Configuration.” NEITHER SUMMIT BROADBAND NOR ANY OF ITS AFFILIATES, SUPPLIERS, OR AGENTS WARRANTS THAT A NON-RECOMMENDED CONFIGURATION WILL ENABLE YOU TO SUCCESSFULLY INSTALL, ACCESS, OPERATE, OR USE THE SERVICE(S). YOU ACKNOWLEDGE THAT ANY SUCH INSTALLATION, ACCESS, OPERATION, OR USE COULD CAUSE CUSTOMER EQUIPMENT TO FAIL TO OPERATE OR CAUSE DAMAGE TO CUSTOMER EQUIPMENT, YOU, YOUR PREMISES, OR SUMMIT BROADBAND EQUIPMENT. NEITHER SUMMIT BROADBAND NOR ANY OF ITS AFFILIATES, SUPPLIERS, OR AGENTS SHALL HAVE ANY LIABILITY WHATSOEVER FOR ANY SUCH FAILURE OR DAMAGE. Summit Broadband reserves the right to deny you customer support for the Service(s) and/or terminate Service(s) if you use a Non-Recommended Configuration.
3. No Unauthorized Devices or Tampering:
You agree that we may terminate your Service (s) and recover such damages as may result from your actions if you: (i) attach or assist any person to attach, any unauthorized device to our cable network, Summit Broadband Equipment, or the Service(s); (ii) make or assist any person or entity to make any unauthorized connection or modification to Summit Broadband Equipment or the Service(s) or any other part of our cable network; (iii) attach anything to the Inside Wiring, Summit Broadband Equipment, or Customer Equipment, whether installed by you or us, which singly or together impairs the integrity of our cable network or degrades our cable network’s signal quality or strength or creates signal leakage; (iv) tamper with any Summit Broadband Equipment or any other part of our cable network; (v) receive unauthorized Service(s). You agree that it would be difficult, if not impossible, to calculate precisely the lost revenue resulting from your receipt of unauthorized Service(s) or the tampering with Summit Broadband Equipment or our cable network. You therefore agree to pay us as liquidated damages, the sum of Five Hundred Dollars ($500.00) per device or component used to receive the unauthorized Service(s) in addition to our cost to replace any altered, damaged, or unreturned Summit Broadband Equipment or other equipment owned by Summit Broadband, including any incidental costs. The unauthorized reception of the Service(s) may also result in criminal fines and/or imprisonment.
c. Inside Wiring Maintenance you may install Inside Wiring, such as additional cable wiring and outlets, provided it does not interfere with the normal operations of our cable network. Regardless of who installed it, we consider the Inside Wiring your property or the property of whomever owns the Premises. Accordingly, you are responsible for the repair and maintenance of the Inside Wiring, unless you and Summit Broadband have agreed otherwise in writing. (If you do not own the Premises, contact your landlord or building manager about the repair or maintenance of Inside Wiring.) You may elect to enroll in Summit Broadband’s Inside Wiring maintenance plan (“Inside Wiring Maintenance”). We will charge you a separate fee for Inside Wiring Maintenance. Summit Broadband will not install or pull new Inside Wiring in the Premises, nor will Summit Broadband provide support or maintenance for Inside Wiring not installed by us. Summit Broadband may provide additional outlets in the Premises at a separate cost from the Inside Wiring Maintenance and other support provisions herein.
1. Items/Services Included in the Inside Wiring Maintenance:
* Diagnosis, repair, and/or replacement to existing voice, data and fiber wiring and jacks inside the Premises installed by Summit Broadband
* Support for any change to connectors or splitters
* All Truck Roll charges
* Wiring from the demarcation point at the street/ONT to the Summit Broadband Equipment or the Customer Equipment
* All wiring within the home to include coax, cat5, cat6, HDMI, component, fiber optics, DVI, and twisted pair
* Dog chews, rodent damage, cut cables, burnt cable, and weather damage
* Wall plates, barrels, broken fittings, splitters, ground blocks, phone jacks, house boxes, ONT cabinets
* Signal amplifiers, ONT battery backup, EMTA battery, Summit Broadband Equipment
2. Items/Service NOT Included in the Inside Wiring Maintenance:
* Customer Equipment, stereo receivers, game consoles, sound bars, phones, TVs, DVD players, VCRs, Blue-ray players, TiVO, Netflix receivers, home security equipment, satellite receivers, or any other equipment not supplied by Summit Broadband
* In-line diplex filters, wall fishes, satellite wiring, fire alarm testing, or electrical wiring
* Computers, laptops, tablets, Surfaces, iPads, or any other electronic receivers
* Computer viruses of any kind, power cords, transformers, or monitors
d. End User Software Licenses You agree to comply with the terms and conditions of all end user license agreements accompanying any software or plug-ins to such software distributed or used in connection with the Service(s) including, without limitation, the Summit Broadband Software License Agreement as these agreements may be amended from time to time. All such agreements are incorporated in these Residential Terms and Conditions by reference. When these Residential Terms and Conditions terminate, all end user licenses also terminate; you agree to destroy at that time all versions and copies of all software received by you in connection with the Service(s).
7. USE OF SERVICES Pursuant to the terms of this Section 7 and the other provisions of these Residential Terms and Conditions, You agree that the Service(s) and the Summit Broadband Equipment will be used only for personal, residential, non-commercial purposes, unless otherwise specifically authorized by us in writing. You agree and represent that you will not resell, lease, abandon, or give away or permit another to resell, lease, abandon, or give away the Service(s) and/or the Summit Broadband Equipment, in whole or in part. You will not use or permit another person, user, entity, or other provider of Cable TV, Internet, or Phone Services to use the Summit Broadband Equipment or the Service(s), directly or indirectly, for any unlawful purpose, including, but not limited to, in violation of any posted Summit Broadband Acceptable Use Policy applicable to the Service(s). Use of the Summit Broadband Equipment or Service(s) for transmission, communications, or storage of any information, data, or material in violation of any U.S. federal, state, or local regulation or law is prohibited. You further acknowledge and agree that you shall be solely responsible for any transactions, including, without limitation, purchases made through or in connection with the Service(s).
Summit Broadband has in place a policy regarding Toll Fraud. In addition to these Residential Terms and Conditions, Your use of the Service(s) shall be subject to such Toll Fraud policy, which can be found here.
8. ASSIGNABILITY These Residential Terms and Conditions and the Service(s) furnished hereunder may not be assigned by you. You agree to notify us immediately of any changes of ownership or occupancy of the Premises. We may freely assign our rights and obligations under this Agreement with or without notice to you.
9. TERMINATION OF THESE TERMS AND CONDITIONS
a. Term. These Residential Terms and Conditions will be in effect from the time that the Service(s) are activated until: (i) it is terminated as provided for by these Residential Terms and Conditions or by any addendum thereto; or (ii) it is replaced by revised terms and conditions. If you self-install Summit Broadband Equipment, Service(s) charges begin the earliest of: (a) the day on which you picked up Summit Broadband Equipment at our service center, (b) the day you install the Service(s), or (c) five (5) days after the date we ship the Summit Broadband Equipment to you. If you self-install a Phone capable modem, cable modem, or converter you obtained from a source other than Summit Broadband, charges begin the day your order for the Service(s) is entered into our billing system. The option to self-install a Phone capable modem, cable modem, or converter and/or to use a non-Summit Broadband-supplied Phone capable modem, cable modem, or converter is subject to availability.
b. Termination by You. Unless you have signed a minimum term addendum, you may terminate these Residential Terms and Conditions for any reason at any time by notifying Summit Broadband in one of three (3) ways: (1) send a written notice to the postal address of your local Summit Broadband business office; (2) send an electronic notice to the email address specified on www.summit-broadband.com; or (3) call our customer service line during normal business hours. Subject to applicable law or the terms of any agreements with governmental authorities, all applicable fees and charges for the Service(s) will accrue until these Residential Terms and Conditions have terminated, the Service(s) have been disconnected, and all Summit Broadband Equipment has been returned. We will refund all prepaid monthly service fees charged for Service(s) after the date of termination (less any outstanding amounts due Summit Broadband for the Service(s), affiliate services, Summit Broadband Equipment, or other applicable fees and charges).
c. Suspension and Termination by Summit Broadband. Under the conditions listed below, Summit Broadband reserves the right, subject to applicable law, to act immediately and without notice to terminate or suspend the Service(s) and/or to remove from the Service(s) any information transmitted by or to any authorized users (e.g., email or voicemail). Summit Broadband may take these actions if it: (1) determines that your use of the Service(s) does not conform with the requirements set forth in these Residential Terms and Conditions, (2) determines that your use of the Service(s) interferes with Summit Broadband’s ability to provide the Service(s) to you or others, (3) reasonably believes that your use of the Service(s) may violate any laws, regulations, or written and electronic instructions for use, or (4) reasonably believes that your use of the Service(s) interferes with or endangers the health and/or safety of our personnel or third parties. Summit Broadband’s action or inaction under this Section shall not constitute review or approval of your or any other users’ use of the Service(s) or information transmitted by or to you or users.
d. Your Obligations Upon Termination. You agree that upon termination of these Residential Terms and Conditions you will do the following:
1. You will immediately cease all use of the Service(s) and all Summit Broadband Equipment; and
2. You will pay in full for your use of the Service(s) up to the date that these Residential Terms and Conditions have been terminated and the Service(s) are disconnected; and
3. Within ten (10) days of the date on which Service(s) are disconnected, you will return all Summit Broadband Equipment to us at our local business office or to our designee in working order, normal wear and tear excepted. Otherwise, you will be charged the amount set forth in the current pricing lists for such Summit Broadband Equipment, or the revised amount for which you receive notice; if no amount has been specified for the particular model of Summit Broadband Equipment, you will be charged the retail price for a new replacement. You may also be charged incidental costs that we incur in replacing the Summit Broadband Equipment. Upon our request during regular business hours at a time agreed upon by you and us, you will permit us and our employees, agents, contractors, and representatives to access the Premises to remove all Summit Broadband Equipment and other material provided by Summit Broadband.
e. Mobility Impaired Customers. If you are mobility impaired, upon your request, we will arrange for the pickup or exchange of your cable modem or other Summit Broadband Equipment at the Premises.
10. LIMITED WARRANTY. THE SUMMIT BROADBAND EQUIPMENT AND THE SERVICE(S) ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER SUMMIT BROADBAND NOR ITS AFFILIATES, SUPPLIERS, EMPLOYEES, AGENTS, OR CONTRACTORS, DISTRIBUTORS, LICENSORS OR BUSINESS PARTNERS WARRANT THAT THE SUMMIT BROADBAND EQUIPMENT OR THE SERVICE(S) WILL MEET YOUR REQUIREMENTS, PROVIDE UNINTERRUPTED USE, OR OPERATE AS REQUIRED, WITHOUT DELAY, OR WITHOUT ERROR. NEITHER SUMMIT BROADBAND NOR ITS AFFILIATES, SUPPLIERS, EMPLOYEES, AGENTS, CONTRACTORS, DISTRIBUTORS, LICENSORS, OR BUSINESS PARTNERS WARRANT THAT ANY COMMUNICATIONS WILL BE TRANSMITTED IN UNCORRUPTED FORM. ALL REPRESENTATIONS AND WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF PERFORMANCE, NON-INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE OR MERCHANTABILITY, ARE HEREBY DISCLAIMED AND EXCLUDED UNLESS OTHERWISE PROHIBITED OR RESTRICTED BY APPLICABLE LAW. 11. LIMITATION OF SUMMIT BROADBAND’S LIABILITY.
a. Application. The limitations of liability set forth in this Section apply to any acts, omissions, and negligence of Summit Broadband and its underlying third-party service providers, agents, suppliers, distributors, licensors, and business partners (and their respective officers, employees, agents, contractors, or representatives) which, but for that provision, would give rise to a cause of action in contract, tort, or under any other legal doctrine. b. Customer Equipment. CUSTOMER EQUIPMENT MAY BE DAMAGED OR SUFFER SERVICE OUTAGES AS A RESULT OF THE INSTALLATION, SELF-INSTALLATION, USE, INSPECTION, MAINTENANCE, UPDATING, REPAIR, AND REMOVAL OF SUMMIT BROADBAND EQUIPMENT, CUSTOMER EQUIPMENT, AND/OR THE SERVICE(S). EXCEPT FOR GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, NEITHER SUMMIT BROADBAND NOR ANY OF ITS AFFILIATES, SUPPLIERS, EMPLOYEES, AGENTS, OR CONTRACTORS SHALL HAVE ANY LIABILITY WHATSOEVER FOR ANY DAMAGE, LOSS, OR DESTRUCTION TO THE CUSTOMER EQUIPMENT. IN THE EVENT OF GROSS NEGLIGENCE OR WILLFUL MISCONDUCT BY SUMMIT BROADBAND, SUPPLIERS, EMPLOYEES, AGENTS, CONTRACTORS, DISTRIBUTORS, LICENSORS, OR BUSINESS PARTNERS WE SHALL PAY AT OUR SOLE DISCRETION FOR THE REPAIR OR REPLACEMENT OF THE DAMAGED CUSTOMER EQUIPMENT UP TO A MAXIMUM OF FIVE HUNDRED DOLLARS ($500). THIS SHALL BE YOUR SOLE AND EXCLUSIVE REMEDY RELATING TO SUCH ACTIVITY.
For Internet and Cable TV Customers YOU UNDERSTAND THAT YOUR COMPUTER OR OTHER DEVICES MAY NEED TO BE OPENED, UPDATED, ACCESSED, OR USED EITHER BY YOU OR BY US OR OUR AGENTS, IN CONNECTION WITH THE INSTALLATION, UPDATING, OR REPAIR OF INTERNET SERVICE OR CABLE TV SERVICE(S). THE OPENING, ACCESSING, OR USE OF YOUR COMPUTER OR OTHER DEVICES USED IN CONNECTION WITH INTERNET SERVICE OR CABLE TV SERVICE(S) MAY VOID WARRANTIES PROVIDED BY THE COMPUTER OR OTHER DEVICE MANUFACTURER OR OTHER PARTIES RELATING TO THE COMPUTER’S OR DEVICE’S HARDWARE OR SOFTWARE. NEITHER SUMMIT BROADBAND NOR ANY OF ITS AFFILIATES, SUPPLIERS, OR AGENTS, SHALL HAVE ANY LIABILITY WHATSOEVER AS THE RESULT OF THE VOIDING OF ANY SUCH WARRANTIES.
c. Other Services or Equipment. BY ACCEPTING THESE RESIDENTIAL TERMS AND CONDITIONS, YOU WAIVE ALL CLAIMS AGAINST SUMMIT BROADBAND FOR INTERFERENCE, DISRUPTION, OR INCOMPATIBILITY BETWEEN THE SUMMIT BROADBAND EQUIPMENT AND THE SERVICE(S) AND ANY OTHER SERVICE, SYSTEMS, OR EQUIPMENT. IN THE EVENT OF SUCH INTERFERENCE, DISRUPTION, OR INCOMPATIBILITY, YOUR SOLE REMEDY SHALL BE TO TERMINATE THE SERVICE(S) IN ACCORDANCE WITH SECTION 9. d. Software. When you use certain features of the Service(s), such as online features (where available), you may be required to use special software, applications, and/or access to the Internet. Summit Broadband makes no representation or warranty that any software or application installed on Customer Equipment, downloaded to Customer Equipment, or available through the Internet does not contain a virus or harmful feature. It is your sole responsibility to take appropriate precautions to protect any Customer Equipment from damage to its software, files, and data as a result of any such virus or other harmful feature. We may, but are not required to, terminate all or any portion of the installation or operation of the Service(s) if a virus or other harmful feature or software is detected or found to be present on your Customer Equipment. We are not required to provide you with any assistance in removal of viruses. If we decide, in our sole discretion, to install or run virus check software on your Customer Equipment, we make no representation or warranty that the virus check software will detect or correct any or all viruses. You acknowledge that you may incur additional charges for any service call made or required on account of any problem related to a virus or other harmful feature detected on your Customer Equipment. NEITHER SUMMIT BROADBAND NOR ITS AFFILIATES, SUPPLIERS, EMPLOYEES, AGENTS, CONTRACTORS, DISTRIBUTORS, LICENSORS, OR BUSINESS PARTNERS SHALL HAVE ANY LIABILITY WHATSOEVER FOR ANY DAMAGE TO OR LOSS OF ANY HARDWARE, SOFTWARE, FILES, OR DATA RESULTING FROM A VIRUS, ANY OTHER HARMFUL FEATURE, OR FROM ANY ATTEMPT TO REMOVE IT. In addition, as part of the installation process for the software and other components of the Service(s), system files on your Customer Equipment may be modified. Summit Broadband does not represent, warrant, or covenant that these modifications will not disrupt the normal operations of any Customer Equipment including without limitation your computer(s), or cause the loss of files. Summit Broadband does not represent, warrant, or covenant that the installation of the special software or applications or access to our web portal(s) will not cause the loss of files or disrupt the normal operations of any Customer Equipment, including, but not limited to, your computer(s). FOR THESE AND OTHER REASONS, YOU ACKNOWLEDGE AND UNDERSTAND THE IMPORTANCE OF BACKING UP ALL FILES TO ANOTHER STORAGE MECHANISM PRIOR TO SUCH ACTIVITIES. YOU UNDERSTAND AND ACCEPT THE RISKS IF YOU DECIDE NOT TO BACK UP FILES. NEITHER SUMMIT BROADBAND NOR ITS AFFILIATES, SUPPLIERS, EMPLOYEES, AGENTS, CONTRACTORS, DISTRIBUTORS, LICENSORS, OR BUSINESS PARTNERS SHALL HAVE ANY LIABILITY WHATSOEVER FOR ANY DAMAGE TO OR LOSS OF ANY SOFTWARE, FILES, OR DATA. e. Disruption of Service. The Service(s) are not fail-safe and are not designed or intended for use in situations requiring fail-safe performance or in which an error or interruption in the Service(s) could lead to severe injury to business, persons, property, or environment (“High Risk Activities”). These High Risk Activities may include, without limitation, vital business, or personal communications, or activities where absolutely accurate data or information is required. You expressly assume the risks of any damages resulting from High Risk Activities. We shall not be liable for any inconvenience, loss, liability, or damage resulting from any interruption of the Service(s), directly or indirectly caused by, or proximately resulting from, any circumstances beyond our control, including, but not limited to, causes attributable to you or your property; inability to obtain access to the Premises; failure of any signal at the transmitter; failure of a communications satellite; loss of use of poles, or other utility facilities; strike; labor dispute; riot or insurrection; war; explosion; malicious mischief; fire, flood, lightning, earthquake, wind, ice, extreme weather conditions, or other acts of God; failure or reduction of power; or any court order, law, act or order of government restricting or prohibiting the operation or delivery of the Service(s). In all other cases of an interruption of the Service(s), you shall be entitled upon a request made within thirty (30) days of such interruption, to a pro rata credit for any Service(s) interruption exceeding twenty-four (24) consecutive hours after such interruption is reported to us, or such other period of time as may be specifically provided by law. Unless specifically provided by law, such credit shall not exceed the fixed monthly charges for the month of such Service(s) interruption and excludes all non-recurring charges, one-time charges, per call or measured charges, regulatory fees and surcharges, taxes and other governmental and quasi-governmental fees. EXCEPT AND UNLESS SPECIFICALLY PROHIBITED BY LAW, SUCH CREDIT SHALL BE YOUR SOLE AND EXCLUSIVE REMEDY FOR AN INTERRUPTION OF SERVICE(S). Any credits provided by Summit Broadband are at our sole discretion and in no event shall constitute or be construed as a course of conduct by Summit Broadband. f. Directory Listings. IF WE MAKE AVAILABLE AN OPTION TO LIST YOUR NAME, ADDRESS, AND/OR TELEPHONE NUMBER IN A PUBLISHED DIRECTORY (WHETHER IN PRINT OR ONLINE) OR DIRECTORY ASSISTANCE DATABASE, AND ONE OR MORE OF THE FOLLOWING CONDITIONS OCCURS: (1) YOU REQUEST THAT YOUR NAME, ADDRESS AND/OR PHONE NUMBER BE OMITTED FROM A DIRECTORY OR DIRECTORY ASSISTANCE DATABASE, BUT THAT INFORMATION IS INCLUDED IN EITHER OR BOTH; (2) YOU REQUEST THAT YOUR NAME, ADDRESS AND/OR PHONE NUMBER BE INCLUDED IN A DIRECTORY OR DIRECTORY ASSISTANCE DATABASE, BUT THAT INFORMATION IS OMITTED FROM EITHER OR BOTH; OR (3) THE PUBLISHED OR LISTED INFORMATION FOR YOUR ACCOUNT CONTAINS MATERIAL ERRORS OR OMISSIONS, THEN THE AGGREGATE LIABILITY OF SUMMIT BROADBAND AND ITS AFFILIATES, SUPPLIERS, OR AGENTS SHALL NOT EXCEED THE MONTHLY CHARGES, IF ANY, WHICH YOU HAVE ACTUALLY PAID TO SUMMIT BROADBAND TO LIST, PUBLISH, NOT LIST, OR NOT PUBLISH THE INFORMATION FOR THE AFFECTED PERIOD. YOU SHALL HOLD HARMLESS SUMMIT BROADBAND AND ITS AFFILIATES, SUPPLIERS, OR AGENTS AGAINST ANY AND ALL CLAIMS FOR DAMAGES CAUSED OR CLAIMED TO HAVE BEEN CAUSED, DIRECTLY OR INDIRECTLY, BY THE ERRORS AND OMISSIONS REFERENCED ABOVE. g. Third Parties. Notwithstanding anything to the contrary in this Agreement, you acknowledge and understand that we may use third parties to provide components of the Service(s), including without limitation, their services, equipment, infrastructure, or content. Summit Broadband is not responsible for the performance (or non-performance) of third-party services, equipment, infrastructure, or content, whether or not they constitute components of the Service(s). Summit Broadband shall not be bound by any undertaking, representation, or warranty made by an agent, or employee of Summit Broadband or of our underlying third-party providers and suppliers in connection with the installation, maintenance, or provision of the Service(s), if that undertaking, representation, or warranty is inconsistent with these Residential Terms and Conditions. In addition, you understand that you will have access to the services and content of third parties through the Service(s), including, without limitation, that of content providers [whether or not accessible directly from the Service(s)]. Summit Broadband is not responsible for any services, equipment, infrastructure, and content that are not provided by us [even if they are components of the Service(s)], and we shall have no liability with respect to such services, equipment, infrastructure, and content. You should address questions or concerns relating to such services, equipment, infrastructure, and content to the providers of such services, equipment, infrastructure, and content. We do not endorse or warrant any third-party products, services, or content that are distributed or advertised over the Service(s). h. Damages. EXCEPT AS SPECIFICALLY PROVIDED IN THESE RESIDENTIAL TERMS AND CONDITIONS, NEITHER SUMMIT BROADBAND NOR ITS AFFILIATES, SUPPLIERS, EMPLOYEES, AGENTS, CONTRACTORS, DISTRIBUTORS, LICENSORS, OR BUSINESS PARTNERS SHALL UNDER ANY CIRCUMSTANCES OR UNDER ANY LEGAL THEORY
(INCLUDING, BUT NOT LIMITED TO, TORT OR CONTRACT) HAVE ANY LIABILITY TO THE CUSTOMER OR TO ANY OTHER PERSON OR ENTITY FOR THE FOLLOWING LOSSES, DAMAGES, OR COSTS:
(1) any direct, indirect, incidental, special, treble, punitive, exemplary, or consequential losses or damages (including, but not limited to, loss of profits, loss of earnings, loss of business opportunities, personal injuries, or death) that result directly or indirectly from or in connection with: (a) your reliance on or use of the Summit Broadband Equipment or the Service(s); or (b) the installation , self-installation, maintenance, failure, or removal of the Service(s) (including, but not limited to, any mistakes, omissions, interruptions, computer or other hardware or software breach, failures or malfunctions, deletion or corruption of files, work stoppage, errors, defects, delays in operation, delays in transmission, or failure of performance of the Service(s), Summit Broadband Equipment, or the Customer Equipment, or any other mistakes, omissions, loss of call detail, email, voicemail, or other information or date); or (2) any losses, claims, damages, expenses, liabilities, legal fees, or other costs that result directly or indirectly from or in connection with any allegation, claim, suit, or other proceeding based upon a contention that the use of the Summit Broadband Equipment or the Service(s) by you or any other person or entity infringes upon the contractual rights, privacy, confidentiality, copyright, patent, trademark, trade secret, or other intellectual property rights of any third party.
i. Customer’s Sole Remedies. Your sole and exclusive remedies under these Residential Terms and Conditions are as expressly set forth herein. Certain of the above limitations may not apply if your state does not allow the exclusion or limitation of implied warranties or does not allow the limitation or exclusion of incidental or consequential damages. In those states, the liability of Summit Broadband and its employees, affiliates, suppliers, agents, contractors, distributors, licensors and business partners is limited to the maximum extent permitted by law. j. Survival of Limitations. All representations, warranties, indemnifications, and limitations of liability contained herein shall survive the termination of these Residential Terms and Conditions. Any other obligations of the parties hereunder shall also survive, if they relate to the period before termination or if, by their terms, they would be expected to survive such termination.
12. INDEMNIFICATION AND LIABILITY OF CUSTOMER. YOU AGREE THAT YOU SHALL BE RESPONSIBLE FOR AND SHALL DEFEND, INDEMNIFY, AND HOLD HARMLESS SUMMIT BROADBAND AND ITS EMPLOYEES, AFFILIATES, SUPPLIERS, AGENTS, CONTRACTORS, DISTRIBUTORS, LICENSORS, AND BUSINESS PARTNERS AND SHALL REIMBURSE US FOR ANY DAMAGES, LOSSES OR EXPENSES (INCLUDING WITHOUT LIMITATION, REASONABLE ATTORNEYS’ FEES AND COSTS) INCURRED BY US IN CONNECTION WITH ANY CLAIMS, SUITS, JUDGMENTS, AND CAUSES OF ACTION ARISING OUT OF (a) YOUR USE OF THE SERVICE(S), SUMMIT BROADBAND EQUIPMENT, OR CUSTOMER EQUIPMENT; (b) VIOLATION OR INFRINGEMENT OF CONTRACTUAL RIGHTS, PRIVACY, CONFIDENTIALITY, COPYRIGHT, PATENT, TRADEMARK, TRADE SECRET, OR OTHER INTELLECTUAL PROPERTY AND PROPRIETARY RIGHTS ARISING FROM YOUR USE OF THE SERVICE(S) OR ANY UNAUTHORIZED APPARATUS OR SYSTEM; (c) ANY CLAIMS OR DAMAGES ARISING OUT OF THE LACK OF 911/E911 OR DIALING ASSOCIATED WITH A HOME SECURITY, HOME DETENTION, OR MEDICAL MONITORING SYSTEM; AND (d) YOUR BREACH OF ANY PROVISION OF THIS AGREEMENT. 13. BINDING ARBITRATION.
a. Purpose. If you have a Dispute with Summit Broadband that cannot be resolved through an informal dispute resolution with Summit Broadband, you or Summit Broadband may elect to arbitrate that Dispute in accordance with the terms of this Arbitration Provision rather than litigate the Dispute in court. Proceeding in arbitration may result in limited discovery and may be subject to limited review by courts. b. Definitions. The term “Dispute” means any dispute, claim, or controversy between you and Summit Broadband regarding any aspect of your relationship with Summit Broadband, whether based in contract, statute, regulation, ordinance, tort (including, but not limited to, fraud, misrepresentation, fraudulent inducement, negligence, or any other intentional tort), or any other legal or equitable theory, and includes the validity, enforceability or scope of this Arbitration Provision. Dispute is to be given the broadest possible meaning that will be enforced. As used in this Arbitration Provision, “Summit Broadband” means Summit Broadband and its parents, subsidiaries, and affiliated companies and each of their respective officers, directors, employees, and agents.
c. Right to Opt Out. IF YOU DO NOT WISH TO BE BOUND BY THIS ARBITRATION PROVISION, YOU MUST NOTIFY SUMMIT BROADBAND IN WRITING WITHIN THIRTY (30) DAYS OF THE DATE THAT YOU FIRST RECEIVE THESE RESIDENTIAL TERMS AND CONDITIONS BY MAIL TO SUMMIT BROADBAND AT 4558 35th STREET, ORLANDO, FLORIDA 32811, ATTENTION: LEGAL DEPARTMENT/ARBITRATION. YOUR WRITTEN NOTIFICATION TO SUMMIT BROADBAND MUST INCLUDE YOUR NAME, ADDRESS, AND SUMMIT BROADBAND ACCOUNT NUMBER AS WELL AS A CLEAR STATEMENT THAT YOU DO NOT WISH TO RESOLVE DISPUTES WITH SUMMIT BROADBAND THROUGH ARBITRATION. YOUR DECISION TO OPT OUT OF THIS ARBITRATION PROVISION WILL HAVE NO ADVERSE EFFECT ON YOUR RELATIONSHIP WITH SUMMIT BROADBAND OR THE DELIVERY OF SERVICE(S) TO YOU BY SUMMIT BROADBAND. IF YOU HAVE PREVIOUSLY NOTIFIED SUMMIT BROADBAND OF YOUR DECISION TO OPT OUT OF ARBITRATION, YOU DO NOT NEED TO DO SO AGAIN. d. Initiation of Arbitration Proceeding. If you or Summit Broadband elect to resolve your Dispute through arbitration pursuant to this Arbitration Provision, the party initiating the arbitration proceeding may open a case with the American Arbitration Association – Case Filing Services, 1101 Laurel Oak Road, Suite 100, Voorhees, New Jersey 08043, 877-493-4185, www.adr.org under the Commercial Arbitration Rules of the American Arbitration Association “AAA”. e. Arbitration Procedures. Because the Service(s) provided to you by Summit Broadband concerns interstate commerce, the Federal Arbitration Act (“FAA”), not state arbitration law, shall govern the arbitrability of all Disputes. However, applicable federal law or the law of the state of Florida may apply to and govern the substance of any Disputes. No state statutes pertaining to arbitration shall be applicable under this Arbitration Provision.
If there is a conflict between this Arbitration Provision and the rules of the arbitration organization, this Arbitration Provision shall govern. If AAA will not enforce this Arbitration Provision as written, it cannot serve as the arbitration organization to resolve your dispute with Summit Broadband. If this situation arises, the parties shall agree on a substitute arbitration organization. If the parties are unable to agree, the parties shall mutually petition a court of appropriate jurisdiction to appoint an arbitration organization that will enforce this Arbitration Provision as written. If there is a conflict between this Arbitration Provision and the rest of these Residential Terms and Conditions, this Arbitration Provision shall govern.
A single arbitrator will resolve the Dispute. The arbitrator will honor claims of privilege recognized by law and will take reasonable steps to protect customer account information and other confidential or proprietary information.
The arbitrator will make any award in writing but need not provide a statement of reasons unless requested by a party. An award rendered by the arbitrator may be entered in any court having jurisdiction over the parties for purposes of enforcement. If an award granted by the arbitrator exceeds seventy-five thousand dollars ($75,000), either party can appeal that award to a three-arbitrator panel administered by the same arbitration organization by a written notice of appeal filed within thirty (30) days from the date of entry of the written arbitration award. The members of the three-arbitrator panel will be selected according to the rules of the arbitration organization. The arbitration organization will then notify the other party that the award has been appealed. The three-arbitrator panel will issue its decision within one hundred and twenty (120) days of the date of the appealing party’s notice of appeal. The decision of the three-arbitrator panel shall be final and binding, except for any appellate right which exists under the FAA.
1. YOU MUST CONTACT US WITHIN SIXTY (60) DAYS OF THE OCCURRENCE OF THE EVENT OR FACTS GIVING RISE TO A DISPUTE (EXCEPT FOR BILLING DISPUTES GOVERNED BY SECTION 2 OF THESE RESIDENTIAL TERMS AND CONDITIONS), OR YOU WAIVE THE RIGHT TO PURSUE ANY CLAIM BASED UPON SUCH EVENT, FACTS, OR DISPUTE. 2. ALL PARTIES TO THE ARBITRATION MUST BE INDIVIDUALLY NAMED. THERE SHALL BE NO RIGHT OR AUTHORITY FOR ANY CLAIMS TO BE ARBITRATED OR LITIGATED ON A CLASS ACTION OR CONSOLIDATED BASIS OR ON BASES INVOLVING CLAIMS BROUGHT IN A PURPORTED REPRESENTATIVE CAPACITY ON BEHALF OF THE GENERAL PUBLIC (SUCH AS A PRIVATE ATTORNEY GENERAL), OTHER SUBSCRIBERS, OR OTHER PERSONS
g. Location of Arbitration. The arbitration will take place at a location convenient to you in the area where you receive the Service(s) from us. h. Payment of Arbitration Fees and Costs. SUMMIT BROADBAND WILL ADVANCE ALL ARBITRATION FILING FEES
AND ARBITRATOR’S COSTS AND EXPENSES UPON YOUR WRITTEN REQUEST GIVEN PRIOR TO THE COMMENCEMENT OF THE ARBITRATION. YOU ARE RESPONSIBLE FOR ALL ADDITIONAL COSTS THAT YOU INCUR IN THE ARBITRATION, INCLUDING, BUT NOT LIMITED TO, FEES FOR ATTORNEYS OR EXPERT WITNESSES. IF THE ARBITRATION PROCEEDING IS DECIDED IN SUMMIT BROADBAND’S FAVOR, YOU SHALL REIMBURSE SUMMIT BROADBAND FOR THE FEES AND COSTS ADVANCED TO YOU ONLY UP TO THE EXTENT AWARDABLE IN A JUDICIAL PROCEEDING. IF THE ARBITRATION PROCEEDING IS DETERMINED IN YOUR FAVOR, YOU WILL NOT BE REQUIRED TO REIMBURSE SUMMIT BROADBAND FOR ANY OF THE FEES AND COSTS ADVANCED BY SUMMIT BROADBAND. IF A PARTY ELECTS TO APPEAL AN AWARD TO A THREE-ARBITRATOR PANEL, THE PREVAILING PARTY IN THE APPEAL SHALL BE ENTITLED TO RECOVER ALL REASONABLE ATTORNEYS’ FEES AND COSTS INCURRED IN THAT APPEAL. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS ARBITRATION PROVISION, SUMMIT BROADBAND WILL PAY ALL FEES AND COSTS THAT IT IS REQUIRED BY LAW TO PAY. i. Severability. If any clause within this Arbitration Provision is found to be illegal or unenforceable, that clause will be severed from this Arbitration Provision, and the remainder of this Arbitration Provision will be given full force and effect. If the class action waiver clause is found to be illegal or unenforceable, the entire Arbitration Provision will be unenforceable, and the dispute will be decided by a court. In the event this entire Arbitration Provision is determined to be illegal or unenforceable for any reason, or if a claim is brought in a Dispute that is found by a court to be excluded from the scope of this Arbitration Provision, you and Summit Broadband have each agreed to waive, to the fullest extent allowed by law, any trial by jury. j. Exclusions from Arbitration. YOU AND SUMMIT BROADBAND AGREE THAT THE FOLLOWING WILL NOT BE SUBJECT TO ARBITRATION: (1) ANY CLAIM FILED BY YOU OR BY SUMMIT BROADBAND THAT IS NOT AGGREGATED WITH THE CLAIM OF ANY OTHER SUBSCRIBER AND WHOSE AMOUNT IN CONTROVERSY IS PROPERLY WITHIN THE JURISDICTION OF A COURT THAT IS LIMITED TO ADJUDICATING SMALL CLAIMS; (2) ANY DISPUTE OVER THE VALIDITY OF ANY PARTY’S INTELLECTUAL PROPERTY RIGHTS; (3) ANY DISPUTE RELATED TO OR ARISING FROM ALLEGATIONS ASSOCIATED WITH UNAUTHORIZED USE OR RECEIPT OF SERVICE(S); (4) ANY DISPUTE THAT ARISES BETWEEN SUMMIT BROADBAND AND ANY STATE OR LOCAL REGULATORY AUTHORITY OR AGENCY THAT IS EMPOWERED BY FEDERAL, STATE, OR LOCAL LAW TO GRANT A FRANCHISE UNDER 47 U.S.C. § 522(9); AND (5) ANY DISPUTE THAT CAN ONLY BE BROUGHT BEFORE THE LOCAL FRANCHISE AUTHORITY UNDER THE TERMS OF THE FRANCHISE. k. Continuation. This Arbitration Provision shall survive the termination of your Service(s) with Summit Broadband.
14. CUSTOMER PRIVACY NOTICE AND SECURITY.
a. Summit Broadband will provide you with a copy of our customer privacy notice at the time we enter into an agreement to provide any Service(s) to you, and annually afterwards, or as otherwise permitted by law. b. To the extent Summit Broadband is expressly required to do so by applicable law, we will provide notice to you of a breach of the security of certain personally identifiable information about you. It is Summit Broadband’s information security policy to provide such notice to you in the manner set forth in Section 16.
a. Entire Agreement. These Residential Terms and Conditions and any other documents incorporated by reference constitute the entire agreement and understanding between you and Summit Broadband with respect to the subject matter herein, and replace any and all prior written or verbal agreements. If any portion of these Residential Terms and Conditions is held to be unenforceable, the unenforceable portion shall be construed in accordance with applicable law as nearly as possible to reflect the original intentions of the parties, and the remainder of the provisions shall remain in full force and effect. Summit Broadband does not waive any provision or right if it fails to insist upon or enforce strict performance of any provision of these Residential Terms and Conditions. Neither the course of conduct between you and Summit Broadband nor trade practice shall act to modify any provision of these Residential Terms and Conditions. b. Additional Representations and Warranties. In addition to representations and warranties you make elsewhere in these Residential Terms and Conditions, you also represent and warrant that:
i. Age: You are at least 18 years of age. ii. Customer Information: During the term of these Residential Terms and Conditions, you have provided and will provide to Summit Broadband information that is accurate, complete, and current, including without limitation your legal name, address, Phone number(s), the number of devices on which or through the Service(s) is being used, and payment data (including without limitation information provided when authorizing recurring payments, such as your social security number). You agree to notify us promptly, in accordance with these Residential Terms and Conditions, if there is any change in the information that you have provided to us. Failure to provide and maintain accurate information is a breach of these Residential Terms and Conditions.
c. Information Provided to Third Parties. Summit Broadband is not responsible for any information provided by you to third parties, and this information is not subject to the privacy provisions of these Residential Terms and Conditions or the privacy notice for the Service(s). You assume all privacy, security, and other risks associated with providing any information, including customer proprietary network information (“CPNI”) or personally identifiable information, to third parties via the Service(s). For a description of the privacy protections associated with providing information to third parties, you should refer to the privacy policies, if any, provided by those third parties. d. Revocable License. The Service(s) and Summit Broadband Equipment, including, but not limited to, any firmware or software embedded in the Summit Broadband Equipment or used to provide the Service(s), are protected by trademark, copyright, patent, and/or other intellectual property laws and international treaty provisions. You are granted a revocable license to use such firmware and software in object code form (without making any modification thereto) strictly in accordance with these Residential Terms and Conditions. You acknowledge and understand that you are not granted any other license to use the firmware or software embedded in the Summit Broadband Equipment or used to provide the Service(s). You expressly agree that you will use the Summit Broadband Equipment exclusively in connection with the Service(s). You shall not take any action nor allow anyone else to take any action that will reverse compile, disassemble, reverse engineer, or otherwise attempt to derive the source code from the binary code of the firmware or software. e. Protection of Summit Broadband’s Information and Marks. All Service(s) information, documents, and materials on our websites are protected by trademark, copyright, or other intellectual property laws, and international treaty provisions. All websites, corporate names, service marks, trademarks, trade names, logos, and domain names (collectively “marks”) of Summit Broadband and its affiliates are and shall remain the exclusive property of Summit Broadband. Nothing in this Agreement shall grant you the right or license to use any of the marks. f. Export Laws. You expressly agree to comply with all applicable export and re-export laws, including, but not limited to, the Export Administration Act, the Arms Export Control Act, and their implementing regulations. You further expressly agree not to use the Service(s) in any way that violates any provision of such laws or their implementing regulations. g. Retention of Rights. Nothing contained in these Residential Terms and Conditions shall be construed to limit Summit Broadband’s rights and remedies available at law or in equity. Upon termination of these Residential Terms and Conditions for any reason, Summit Broadband and its suppliers reserve the right to delete all your data, files, electronic messages, or other Customer information that is stored on Summit Broadband’s or its suppliers’ servers or systems. In addition, you may forfeit your account user name and all email, IP and web space addresses, and Phone mail. We shall have no liability whatsoever as the result of the loss of any such data, names, addresses, or numbers
16. NOTICE METHOD FOR CHANGES TO THIS AGREEMENT. We will provide you notice of changes to these Residential Terms and Conditions consistent with applicable law. The notice may be provided on your monthly bill, as a bill insert, in a newspaper, by email, or by other permitted communication.
For Internet Service Summit Broadband may deliver any required or desired notice to you in any of the following ways, as determined in our sole discretion: (1) by posting it on www.summit-broadband.com or another website about which you have been notified, (2) by sending notice via first class U.S. postal mail or overnight mail to your Premises; (3) by sending notice to the email address on Summit Broadband’s account records; or (4) by hand delivery. You agree that any one of the foregoing will constitute sufficient notice and you waive any claims that these forms of notice are insufficient or ineffective. Because we may from time to time notify you about important information regarding the Service(s) and these Residential Terms and Conditions by these methods, you agree to regularly check your postal mail, email and all postings at www.summit-broadband.com or on another website about which you have been notified or you bear the risk of failing to do so
17. IMPORTANT INFORMATION. You may write to the Summit Broadband Corporate Offices at 4558 35th Street, Orlando, Florida 32811 with concerns and complaints.
ADDITIONAL PROVISIONS APPLICABLE TO INTERNET SERVICES
In addition to the provisions above that are applicable to Summit Broadband Cable TV and Internet service, the following are specifically applicable to Internet service Customers, including the Software License Agreement referenced in these Residential Terms and Conditions. 1. INTELLECTUAL PROPERTY RIGHTS.
a. Ownership of Addresses. You acknowledge that use of Internet service does not give you any ownership or other rights in any Internet/on-line addresses provided to you, including, but not limited to, Internet Protocol (“IP”) addresses, email addresses, and web addresses. We may modify or change these addresses at any time without notice and shall in no way be required to compensate you for these changes. Upon termination of an Internet service account, we reserve the right to permanently delete or remove any or all addresses associated with the account. b. Authorization. Summit Broadband does not claim any ownership of any material that you publish, transmit, or distribute using Internet service. By using Internet service to publish, transmit, or distribute material or content, you: (1) warrant that the material or content complies with the provisions of these Residential Terms and Conditions; (2) consent to and authorize Summit Broadband, its agents, suppliers, and affiliates to reproduce, publish, distribute, and display the content worldwide; and (3) warrant that you have the right to provide this authorization. You acknowledge that material posted or transmitted using Internet service may be copied, republished, or distributed by third parties, and you agree to indemnify, defend, and hold harmless Summit Broadband, its agents, suppliers, and affiliates for any harm resulting from these actions. c. Copyright. Title and intellectual property rights to Internet service are owned by Summit Broadband, its agents, suppliers, or affiliates or their licensors, or otherwise by the owners of such material and are protected by copyright laws and treaties. You may not copy, redistribute, resell, or publish any part of Internet service without any required express prior written consent from Summit Broadband or other owner of such material. d. Material Downloaded Through Internet Service. In addition to any content that may be provided by us, you may access material through Internet service that is not owned by Summit Broadband. Specific terms and conditions may apply to your use of any content or material made available through Internet service that is not owned by Summit Broadband. You should read those terms and conditions to learn how they apply to you and your use of any non-Summit Broadband content.
2. ADDITIONAL LIMITATIONS ON SUMMIT BROADBAND’S LIABILITY FOR INTERNET SERVICE.
a. Responsibility for Content. You acknowledge that there is some content and material on the Internet or otherwise available through Internet service that may be offensive to some individuals, may be unsuitable for children, may violate federal, state, or local laws, rules or regulations, or may violate your protected rights or those of others. We assume no responsibility for this content or material. Anyone who accesses such content and material does so at his or her own risk. NEITHER SUMMIT BROADBAND NOR ITS AFFILIATES, SUPPLIERS, EMPLOYEES, AGENTS, CONTRACTORS, DISTRIBUTORS, LICENSORS, OR BUSINESS PARTNERS SHALL HAVE ANY LIABILITY WHATSOEVER FOR ANY CLAIMS, LOSSES, ACTIONS, DAMAGES, SUITS, OR PROCEEDINGS ARISING OUT OF OR OTHERWISE RELATING TO ACCESS TO SUCH CONTENT OR MATERIAL BY YOU OR OTHERS. Questions or complaints regarding content or material should be addressed to the content or material provider. You acknowledge that software programs are commercially available that claim to be able to restrict access to sexually explicit or other objectionable material on the Internet. We make no representation or warranty regarding the effectiveness of such programs. b. Eavesdropping The public Internet is used by numerous persons or entities including, without limitation, other subscribers to Internet service. As is the case with all shared networks like the public Internet, there is a risk that you could be subject to “eavesdropping.” This means that other persons or entities may be able to access and/or monitor your use of Internet service. If you post, store, transmit, or disseminate any sensitive or confidential information, you do so at your sole risk. NEITHER SUMMIT BROADBAND NOR ITS AFFILIATES, SUPPLIERS, OR AGENTS SHALL HAVE ANY LIABILITY WHATSOEVER FOR ANY CLAIMS, LOSSES, ACTIONS, DAMAGES, SUITS, OR PROCEEDINGS ARISING OUT OF OR OTHERWISE RELATING TO SUCH ACTIONS BY YOU. You acknowledge that software programs are commercially available that claim to be capable of encryption or anonymity. We make no representation or warranty regarding the effectiveness of these programs. c. FTP/HTTP Service Setup. You acknowledge that when using Internet service there are certain applications such as FTP (File Transfer Protocol) or HTTP (Hyper Text Transfer Protocol) that may be used by other persons or entities to gain access to your Customer Equipment. You are solely responsible for the security of your Customer Equipment or any other equipment you choose to use in connection with the Service(s), including without limitation any data stored on such equipment. NEITHER SUMMIT BROADBAND NOR ITS AFFILIATES, SUPPLIERS, EMPLOYEES, AGENTS, OR CONTRACTORS SHALL HAVE ANY LIABILITY WHATSOEVER FOR ANY CLAIMS, LOSSES, ACTIONS, DAMAGES, SUITS, OR PROCEEDINGS RESULTING FROM, ARISING OUT OF, OR OTHERWISE RELATING TO THE USE OF SUCH APPLICATIONS BY YOU, OR THE ACCESS BY OTHERS TO YOUR CUSTOMER EQUIPMENT OR OTHER EQUIPMENT OF YOURS. d. Facilities Allocation Summit Broadband reserves the right to determine, in its discretion, and on an ongoing basis, the nature and extent of its facilities allocated to support Internet service, including, but not limited to, the amount of bandwidth to be utilized and delivered in conjunction with Internet service.
3. WIRELESS INTERNET ACCESS DEVICES. Summit Broadband offers the supply and support of wireless access devices (typically called “wireless routers”).
a. Wireless device lease agreement. Summit Broadband offers a leasing agreement to customers for wireless routers. Equipment installed as part of the leasing agreement remains the property of Summit Broadband. Customers with current wireless leasing agreements and accounts in good standing, will receive Support Services as well as replacement or repair of a device which is defective, maintenance of the wireless router, and troubleshooting. Additional charges apply for equipment that is not returned to Summit Broadband at cancellation or disconnection of customer’s Service(s).”Support Services” shall be defined as configuration and support of the wireless routers leased to customers by Summit Broadband. Configuration includes login and password unique to device and at Summit Broadband’s discretion. Support includes, remote phone support, confirming device is operational, providing login and password information to customer account holder or authorized user, and resetting login and password information to unique Summit Broadband’s settings. b. Wireless maintenance plan. Summit Broadband offers maintenance plans for wireless routers leased from Summit Broadband and are an additional charge. Customers with current maintenance plans and accounts in good standing, will receive Support Services and replacement of a device which is defective. c. Third party routers. Summit Broadband does not support, configure, or install wireless routers or devices purchased by customer through third party vendor.
4. PHONE-CAPABLE MODEM BACKUP BATTERY. If the Phone-capable modem is equipped with a backup battery, such battery is used to provide service during a power outage to your Premises where power to Summit Broadband’s network remains available. The length of time that Phone will be available during a power outage will depend on the following: (i) the backup battery remains properly installed in the Phone capable modem; (ii) the condition and age of the backup battery; and (iii) the amount of Phone usage when the Phone capable modem is utilizing power from the backup battery. You understand and acknowledge that: (i) the performance of the backup battery is not guaranteed; and (ii) you will not be able to use Phone if electrical power to the Phone capable modem is interrupted and the Phone capable modem does not have a functioning backup battery. A Phone capable modem backup battery does not power cordless phones or other equipment connected to the Phone line that require electricity from your Premises, such as telecommunications devices used to assist customers with disabilities.
5. TRANSFER OF YOUR PHONE NUMBER(S). For information about switching to another provider for digital phone services and the assignment of Phone numbers related to digital phone service please call 407-996-8900. 6. CUSTOMER INFORMATION. Summit Broadband and its suppliers reserve the right both during the term of these Residential Terms and Conditions and upon their termination to delete your voicemail, call detail, data, files, or other information that is stored on Summit Broadband’s or its suppliers’ servers or systems, in accordance with our storage policies. You understand and acknowledge that we shall have no liability whatsoever as a result of the loss or removal of any such voicemail, call detail, data, files, or other information.
What personal information does Summit Broadband collect?
To make use of some features on this website, you may be asked to provide certain personally identifiable information such as your name, e-mail address, mailing address and phone number.
We may use that information to offer you a more personalized website visit, to better tailor this website to your interests, to make our products and services more useful to you, and to contact you regarding other products and services that we think you might find of interest.
Of course, if you want to remain completely anonymous, you’re still free to take advantage of the publicly available content on the website without providing your personal data.
Yes, like many companies that market their products or services online, our website uses “cookies.” Cookies are small text files and contain no personal information. They enable us to provide you with a more personalized experience. They also help us to track customer traffic patterns so that we may improve our website’s usability.
How does Summit Broadband use my information?
We use the information that you provide to respond to your requests and communicate with you.
We employ other companies and individuals to perform functions on our behalf. For example, when processing credit card payments, other parties have access to information you provide if it is needed to perform their specific functions, but they do not share or use personally identifiable information for any secondary purposes.
We don’t rent, trade, or share your e-mail address or order information with any other companies. We hate spam as much as you do.
We may occasionally send you information about special offers, new features and new services from time to time. You can always choose to “opt out” of these mailings. If you opt out, you will not receive any other mail from us. You can always opt back in later if your preference changes.
How does Summit Broadband protect the security of my information?
All information gathered on this website is stored by Summit Broadband. We take the security of your information seriously.
We follow all generally-accepted industry standards to protect against unauthorized access and disclosure of any personal information submitted to us. During transmission we protect the security of your information by using Security Metrics Site Certification, which encrypts all information you input.
If you are concerned about the security of your data collected via this website, please do not submit or post any information to Summit Broadband via this website..
What may be done with data gathered from website visitors?
While your personal information is protected as described above, we reserve the right to use, transfer, sell, and share aggregated, anonymous data. Possible applications may be identifying usage trends and promoting Summit Broadband to compatible advertisers and potential partners.
In addition, as our business changes, we may buy or sell various assets. In the event all or a portion of the assets owned by Summit Broadband are sold, assigned, transferred or acquired by another company, the information from and about our website users could be included.
Does Summit Broadband accept information from minors?
This website is not intended for use by children. We do not knowingly sell products or services to children. Nor do we knowingly collect or use any personal information from individuals under the age of 18. We will immediately delete any information in our database that we know originates from a minor.
Visitors to our website who are under 18 should use this site only with the approval and involvement of a parent or guardian.
Summit Broadband is committed to providing a safe, secure and enjoyable experience when you visit our website. If you have any concerns or questions, please feel free to contact us at info@Summit-Broadband.com.
Effective: January 1, 2010
Acceptable Use Policy for High-Speed Internet Service
Why is Summit Broadband providing this Policy to me?
Summit Broadband’s goal is to provide its customers with the best residential cable internet service possible. In order to help accomplish this, Summit Broadband has adopted this Acceptable Use Policy (the “Policy”). This Policy outlines acceptable use of the Summit Broadband High-Speed Internet Service (the “Service”).
What obligations do I have under this Policy?
All Summit Broadband High-Speed Internet customers and all others who use the Service (the “customer,” “user,” “you,” or “your”) must comply with this Policy. Your failure to comply with this Policy could result in the suspension or termination of your Service account. If you do not agree to comply with this Policy, you must immediately stop all use of the Service and notify Summit Broadband so that we can close your account.
How will I know when Summit Broadband changes this Policy, and how do I report violations of it?
Summit Broadband may revise this Policy from time to time by posting a new version on the Web site at http://www.Summit-Broadband.com or any successor URL(s) (the “Summit-Broadband.com Web site”).
Summit Broadband will use reasonable efforts to make customers aware of any changes to this Policy, which may include sending e-mail announcements or posting information on the Summit-Broadband.com website.
Revised versions of this Policy are effective immediately upon posting. Accordingly, customers of the Summit Broadband High-Speed Internet Service should read any Summit Broadband announcements they receive and regularly visit the Summit-Broadband.com website and review this Policy to ensure that their activities conform to the most recent version.
I. Prohibited Uses and Activities
What uses and activities does Summit Broadband prohibit?
In general, the Policy prohibits uses and activities involving the Service that are illegal, infringe the rights of others, or interfere with or diminish the use and enjoyment of the Service by others. For example, these prohibited uses and activities include, but are not limited to, using the Service, Customer Equipment, or the Summit Broadband Equipment, either individually or in combination with one another, to:
Conduct and information restrictions
* undertake or accomplish any unlawful purpose. This includes, but is not limited to, posting, storing, transmitting or disseminating information, data or material which is libelous, obscene, unlawful, threatening or defamatory, or which infringes the intellectual property rights of any person or entity, or which in any way constitutes or encourages conduct that would constitute a criminal offense, or otherwise violate any local, state, federal, or non-U.S. law, order, or regulation;
* post, store, send, transmit, or disseminate any information or material which a reasonable person could deem to be unlawful;
* upload, post, publish, transmit, reproduce, create derivative works of, or distribute in any way information, software or other material obtained through the Service or otherwise that is protected by copyright or other proprietary right, without obtaining any required permission of the owner;
* transmit unsolicited bulk or commercial messages commonly known as “spam;”
* send very large numbers of copies of the same or substantially similar messages, empty messages, or messages which contain no substantive content, or send very large messages or files that disrupts a server, account, blog, newsgroup, chat, or similar service;
* initiate, perpetuate, or in any way participate in any pyramid or other illegal scheme;
* participate in the collection of very large numbers of e-mail addresses, screen names, or other identifiers of others (without their prior consent), a practice sometimes known as spidering or harvesting, or participate in the use of software (including “spyware”) designed to facilitate this activity;
* collect responses from unsolicited bulk messages;
* falsify, alter, or remove message headers;
* falsify references to Summit Broadband or its network, by name or other identifier, in messages;
* impersonate any person or entity, engage in sender address falsification, forge anyone else’s digital or manual signature, or perform any other similar fraudulent activity (for example, “phishing”);
* violate the rules, regulations, terms of service, or policies applicable to any network, server, computer database, service, application, system, or Web site that you access or use;
* access any other person’s computer or computer system, network, software, or data without his or her knowledge and consent; breach the security of another user or system; or attempt to circumvent the user authentication or security of any host, network, or account. This includes, but is not limited to, accessing data not intended for you, logging into or making use of a server or account you are not expressly authorized to access, or probing the security of other hosts, networks, or accounts without express permission to do so;
* use or distribute tools or devices designed or used for compromising security or whose use is otherwise unauthorized, such as password guessing programs, decoders, password gatherers, keystroke loggers, analyzers, cracking tools, packet sniffers, encryption circumvention devices, or Trojan Horse programs. Unauthorized port scanning is strictly prohibited;
* copy, distribute, or sublicense any proprietary software provided in connection with the Service by Summit Broadband or any third party, except that you may make one copy of each software program for back-up purposes only;
* distribute programs that make unauthorized changes to software (cracks);
* use or run dedicated, stand-alone equipment or servers from the Premises that provide network content or any other services to anyone outside of your Premises local area network (“Premises LAN”), also commonly referred to as public services or servers. Examples of prohibited equipment and servers include, but are not limited to, e-mail, Web hosting, file sharing, and proxy services and servers;
* use or run programs from the Premises that provide network content or any other services to anyone outside of your Premises LAN, except for personal and non-commercial residential use;
* service, alter, modify, or tamper with the Summit Broadband Equipment or Service or permit any other person to do the same who is not authorized by Summit Broadband;
Network and usage restrictions
* restrict, inhibit, or otherwise interfere with the ability of any other person, regardless of intent, purpose or knowledge, to use or enjoy the Service (except for tools for safety and security functions such as parental controls, for example), including, without limitation, posting or transmitting any information or software which contains a worm, virus, or other harmful feature, or generating levels of traffic sufficient to impede others’ ability to use, send, or retrieve information;
* restrict, inhibit, interfere with, or otherwise disrupt or cause a performance degradation, regardless of intent, purpose or knowledge, to the Service or any Summit Broadband (or Summit Broadband supplier) host, server, backbone network, node or service, or otherwise cause a performance degradation to any Summit Broadband (or Summit Broadband supplier) facilities used to deliver the Service;
* resell the Service or otherwise make available to anyone outside the Premises the ability to use the Service (for example, through wi-fi or other methods of networking), in whole or in part, directly or indirectly. The Service is for personal and non-commercial residential use only and you agree not to use the Service for operation as an Internet service provider or for any business enterprise or purpose (whether or not for profit);
* connect the Summit Broadband Equipment to any computer outside of your Premises;
* interfere with computer networking or telecommunications service to any user, host or network, including, without limitation, denial of service attacks, flooding of a network, overloading a service, improper seizing and abusing operator privileges, and attempts to “crash” a host; and
* accessing and using the Service with anything other than a dynamic Internet Protocol (“IP”) address that adheres to the dynamic host configuration protocol (“DHCP”). You may not configure the Service or any related equipment to access or use a static IP address or use any protocol other than DHCP unless you are subject to a Service plan that expressly permits you to do so.
II. Customer Conduct and Features of the Service
What obligations do I have under this Policy?
In addition to being responsible for your own compliance with this Policy, you are also responsible for any use or misuse of the Service that violates this Policy, even if it was committed by a friend, family member, or guest with access to your Service account.
Therefore, you must take steps to ensure that others do not use your account to gain unauthorized access to the Service by, for example, strictly maintaining the confidentiality of your Service login and password. In all cases, you are solely responsible for the security of any device you choose to connect to the Service, including any data stored or shared on that device.
Summit Broadband recommends against enabling file or printer sharing unless you do so in strict compliance with all security recommendations and features provided by Summit Broadband and the manufacturer of the applicable file or printer sharing devices. Any files or devices you choose to make available for shared access on a home LAN, for example, should be protected with a strong password or as otherwise appropriate.
It is also your responsibility to secure the Customer Equipment and any other Premises equipment or programs not provided by Summit Broadband that connect to the Service from external threats such as viruses, spam, bot nets, and other methods of intrusion.
How does Summit Broadband address inappropriate content and transmissions?
Summit Broadband reserves the right to refuse to transmit or post, and to remove or block, any information or materials, in whole or in part, that it, in its sole discretion, deems to be in violation of Sections I or II of this Policy, or otherwise harmful to Summit Broadband’s network or customers using the Service, regardless of whether this material or its dissemination is unlawful so long as it violates this Policy.
Neither Summit Broadband nor any of its affiliates, suppliers, or agents have any obligation to monitor transmissions or postings (including, but not limited to, e-mail, file transfer, blog, newsgroup, and instant message transmissions as well as materials available on the Personal Web Pages and Online Storage features) made on the Service.
However, Summit Broadband and its affiliates, suppliers, and agents have the right to monitor these transmissions and postings from time to time for violations of this Policy and to disclose, block, or remove them in accordance with this Policy, the Subscriber Agreement and applicable law.
What requirements apply to electronic mail?
Summit Broadband is not responsible for deleting or forwarding any e-mail sent to the wrong e-mail address by you or by someone else trying to send e-mail to you. Summit Broadband is also not responsible for forwarding e-mail sent to any account that has been suspended or terminated. This e-mail will be returned to the sender, ignored, deleted, or stored temporarily at Summit Broadband’s sole discretion.
In the event that Summit Broadband believes in its sole discretion that any subscriber name, account name, or e-mail address (collectively, an “identifier”) on the Service may be used for, or is being used for, any misleading, fraudulent, or other improper or illegal purpose, Summit Broadband (i) reserves the right to block access to and prevent the use of any of these identifiers and (ii) may at any time require any customer to change his or her identifier.
In addition, Summit Broadband may at any time reserve any identifiers on the Service for Summit Broadband’s own purposes. In the event that a Service account is terminated for any reason, all e-mail associated with that account (and any secondary accounts) will be permanently deleted as well.
What requirements apply to instant, video, and audio messages?
Each user is responsible for the contents of his or her instant, video, and audio messages and the consequences of any of these messages. Summit Broadband assumes no responsibility for the timeliness, mis-delivery, deletion, or failure to store these messages.
In the event that a Service account is terminated for any reason, all instant, video, and audio messages associated with that account (and any secondary accounts) will be permanently deleted as well.
III. Violation of this Acceptable Use Policy
What happens if you violate this Policy?
Summit Broadband reserves the right immediately to suspend or terminate your Service account and terminate the Subscriber Agreement if you violate the terms of this Policy or the Subscriber Agreement.
How does Summit Broadband enforce this Policy?
Summit Broadband does not routinely monitor the activity of individual Service accounts for violations of this Policy. However, in the company’s efforts to promote good citizenship within the Internet community, it will respond appropriately if it becomes aware of inappropriate use of the Service.
Summit Broadband has no obligation to monitor the Service and/or the network. However, Summit Broadband and its suppliers reserve the right at any time to monitor bandwidth, usage, transmissions, and content in order to, among other things, operate the Service; identify violations of this Policy; and/or protect the network, the Service and Summit Broadband users.
Summit Broadband prefers to inform customers of inappropriate activities and give them a reasonable period of time in which to take corrective action. Summit Broadband also prefers to have customers directly resolve any disputes or disagreements they may have with others, whether customers or not, without Summit Broadband’s intervention.
However, if the Service is used in a way that Summit Broadband or its suppliers, in their sole discretion, believe violates this Policy, Summit Broadband or its suppliers may take any responsive actions they deem appropriate under the circumstances with or without notice.
These actions include, but are not limited to, temporary or permanent removal of content, cancellation of newsgroup posts, filtering of Internet transmissions, and the immediate suspension or termination of all or any portion of the Service (including but not limited to newsgroups).
Neither Summit Broadband nor its affiliates, suppliers, or agents will have any liability for any of these responsive actions. These actions are not Summit Broadband’s exclusive remedies and Summit Broadband may take any other legal or technical actions it deems appropriate with or without notice.
Summit Broadband reserves the right to investigate suspected violations of this Policy, including the gathering of information from the user or users involved and the complaining party, if any, and examination of material on Summit Broadband’s servers and network.
During an investigation, Summit Broadband may suspend the account or accounts involved and/or remove or block material that potentially violates this Policy. You expressly authorize and consent to Summit Broadband and its suppliers cooperating with (i) law enforcement authorities in the investigation of suspected legal violations, and (ii) and system administrators at other Internet service providers or other network or computing facilities in order to enforce this Policy. Upon termination of your Service account, Summit Broadband is authorized to delete any files, programs, data, e-mail and other messages associated with your account (and any secondary accounts).
The failure of Summit Broadband or its suppliers to enforce this Policy, for whatever reason, shall not be construed as a waiver of any right to do so at any time. You agree that if any portion of this Policy is held invalid or unenforceable, that portion will be construed consistent with applicable law as nearly as possible, and the remaining portions will remain in full force and effect.
You agree to indemnify, defend and hold harmless Summit Broadband and its affiliates, suppliers, and agents against all claims and expenses (including reasonable attorney fees) resulting from any violation of this Policy. Your indemnification will survive any termination of the Subscriber Agreement.
IV. Copyright and Digital Millennium Copyright Act Requirements
What is Summit Broadband’s DMCA policy?
Summit Broadband is committed to complying with U.S. copyright and related laws, and requires all customers and users of the Service to comply with these laws. Accordingly, you may not store any material or content on, or disseminate any material or content over, the Service (or any part of the Service) in any manner that constitutes an infringement of third party intellectual property rights, including rights granted by U.S. copyright law.
Owners of copyrighted works who believe that their rights under U.S. copyright law have been infringed may take advantage of certain provisions of the Digital Millennium Copyright Act of 1998 (the “DMCA”) to report alleged infringements.
It is Summit Broadband’s policy in accordance with the DMCA and other applicable laws to reserve the right to terminate the Service provided to any customer or user who is either found to infringe third party copyright or other intellectual property rights, including repeat infringers, or who Summit Broadband, in its sole discretion, believes is infringing these rights. Summit Broadband may terminate the Service at any time with or without notice for any affected customer or user.
How do copyright owners report alleged infringements to Summit Broadband?
Copyright owners may report alleged infringements of their works that are stored on the Service or the Personal Web Features by sending Summit Broadband’s authorized agent a notification of claimed infringement that satisfies the requirements of the DMCA.
Upon Summit Broadband’s receipt of a satisfactory notice of claimed infringement for these works, Summit Broadband will respond expeditiously to either directly or indirectly (i) remove the allegedly infringing work(s) stored on the Service or the Personal Web Features or (ii) disable access to the work(s). Summit Broadband will also notify the affected customer or user of the Service of the removal or disabling of access to the work(s).
Copyright owners may send Summit Broadband a notification of claimed infringement to report alleged infringements of their works to:
Legal Counsel Summit Broadband, Inc. 4558 SW 35th Street Orlando, Florida 32811 U.S.A. Phone: 407-996-8900 Email: firstname.lastname@example.org
Copyright owners may use their own notification of claimed infringement form that satisfies the requirements of Section 512(c)(3) of the U.S. Copyright Act. Under the DMCA, anyone who knowingly makes misrepresentations regarding alleged copyright infringement may be liable to Summit Broadband, the alleged infringer, and the affected copyright owner for any damages incurred in connection with the removal, blocking, or replacement of allegedly infringing material.
What can customers do if they receive a notification of alleged infringement?
If you receive a notification of alleged infringement as described above, and you believe in good faith that the allegedly infringing works have been removed or blocked by mistake or misidentification, then you may send a counter notification to Summit Broadband.
Upon Summit Broadband’s receipt of a counter notification that satisfies the requirements of DMCA, Summit Broadband will provide a copy of the counter notification to the person who sent the original notification of claimed infringement and will follow the DMCA’s procedures with respect to a received counter notification. In all events, you expressly agree that Summit Broadband will not be a party to any disputes or lawsuits regarding alleged copyright infringement.
If a notification of claimed infringement has been filed against you, you can file a counter notification with Summit Broadband’s designated agent using the contact information shown above. All counter notifications must satisfy the requirements of Section 512(g)(3) of the U.S. Copyright Act.
Effective: January 20, 2010
Click here to download Master Terms and Conditions
MASTER TERMS AND CONDITIONS
1. Notices. All notices and other communications required or permitted under this Agreement shall be in writing and shall be given by first class mail (or its equivalent), postage prepaid, registered or certified, return receipt requested, transmitted by facsimile (with the original to immediately follow), or by hand delivery (including by means of a professional messenger service or overnight mail) to each Party at its Notice Address. Any such notice or other communication shall be deemed effective when actually received or refused. Either Party may, by similar notice given, change the Notice Address to which future notices or other communications shall be sent.
2. Definitions. As used in this Agreement, the capitalized terms listed in this Section 2 and derivatives thereof shall have the meanings respectively ascribed to them in this Section 2. Certain other capitalized terms shall have the meanings ascribed to them elsewhere in this Agreement or in any applicable Service Order Form.
a. “Affiliate” means, with respect to any Person, any other Person, who directly or indirectly controls, is controlled by, or is under common control with that Person. As used in this definition, “control” means the possession, directly or indirectly, of the power to vote fifty percent (50%) or more of the securities (on a fully diluted basis) having ordinary power for the election of directors, managing general partners, or managing members.
b. “Dollars” or “$” means U.S. Dollars as detailed on the attached Service Order Forms.
c. “Indirect Taxes” means any property tax, sales tax, telecommunications tax, use or excise tax, general consumption tax, value added tax, goods and services tax, gross receipts tax or similar tax imposed by any governmental or quasi- government authority, including charges required or permitted by governmental or quasi- governmental authorities or applicable law in support of any statutory or regulatory programs, including without limitation the Universal Service Fund charge, under the Florida Telecommunications Act or similar legislations under the laws of any national, supranational, state, provincial, or other political subdivisions or quasi-governmental authority, but shall not include any taxes by reference to net income.
d. “Interest Rate” means the lower of: (i) the highest rate permitted by law; or (ii) one and one-half percent (1.5%) per month.
e. “Maintenance Window” means 11:00 p.m. to 7:00 a.m. (Eastern Standard Time) and certain scheduled weekends, as required.
f. “Person” means any individual, corporation, partnership, limited liability company, joint venture, association, joint-stock company, trust, unincorporated organization, government or any agency or political subdivision thereof, or any other entity.
3. Payment; Indirect Taxes.
a. In consideration of the provision of each Service hereunder by Summit Broadband to Customer, Customer agrees to pay Summit Broadband the monthly fees and non-recurring fees consistent with Summit Broadband’s published rates, and specifically detailed on any individual Service Order Forms between the Parties pursuant to this Agreement, with respect to each Service (the “Fees”). The first invoice with respect to each Service will contain the Fees for the first partial calendar month of Service (or portion thereof) and the next full month of Service and any applicable non- recurring changes. Thereafter, the Fees will be invoiced monthly in advance. The Fees with respect to each Service shall be due and payable on the first business day of each month. Summit Broadband may, in its sole discretion, issue separate invoices for Fees and other charges relating to the various segments of the Service.
b. Until Summit Broadband requires otherwise, all payments made by Customer hereunder shall be made by company check payable to Summit Broadband or by wire transfer of immediately available funds pursuant to wire instructions provided by Summit Broadband and shall be considered paid when received by Summit Broadband. At Summit Broadband’s request, Customer shall make separate payment, as specified by Summit Broadband, for all Fees and other charges relating to particular segments of the Service provided that the total charges for all such segments do not exceed that previously agreed to end-to-end all-inclusive price.
c. If Customer fails to make any payment under this Agreement when due, then, in addition to such sum and without prejudice to any other rights and remedies that Summit Broadband may have, Customer shall pay interest on such unpaid amount at the Interest Rate until such sum is paid in full and interest shall accrue both before and after judgment. Customer must bring any payment dispute to Summit Broadband’s attention within thirty (30) days of invoice, providing sufficient detail and documentation to support the dispute. No interest shall accrue on any payment that is disputed in good faith by Customer while such dispute is pending. Notwithstanding the foregoing, if such dispute is later resolved in favor of Summit Broadband, such amount shall bear interest from the date when due until paid at the Interest Rate. If such dispute is resolved in favor of Customer, any and all disputed amounts paid by Customer shall be credited to Customer’s account.
d. At the execution of a Service Order Form, Customer shall pay to Summit Broadband the specified non-recurring installation and provisioning charges, and a security deposit, if required, which will be detailed in any individual Service Order Form between the Parties pursuant to this Agreement (“Security Deposit”). The Security Deposit will be returned at the end of the Service Term (as defined in Section 5.b. of this Agreement), provided, however, that in the event of any outstanding balances as of the cancellation date, termination date, or end of Service Term, the Security Deposit will be returned net of any outstanding balances owing.
e. All payments made by Customer under this Agreement shall be made without any deduction or withholding for or on account of any Indirect Tax, with Customer being solely responsible to pay all such Indirect Taxes. Summit Broadband shall be entitled to include on any invoice, and Customer shall pay, any lawfully imposed Indirect Tax. Customer shall hold Summit Broadband and its Affiliates harmless for the payment of such Indirect Taxes. If Customer makes any deduction or withholding for any Indirect Tax from any payment due Summit Broadband or if Summit Broadband is required to pay an Indirect Tax, then, notwithstanding anything to the contrary contained in this Agreement, the gross amount payable by Customer to Summit Broadband shall be increased so that after any such deduction or withholding for such Indirect Taxes or any additional deduction or withholding on account of any Indirect Tax caused by such additional gross amount payable or any payments of an Indirect Tax by Summit Broadband, the net amount received by Summit Broadband will not be less than what Summit Broadband would have received had no deduction or withholding been required.
f. Customer’s obligation to pay any fees or amounts due under this Agreement shall not be subject to any rights of set- off, counterclaim, deduction, defense or other right which Customer may have against Summit Broadband or any other party. g. In the event Summit Broadband is charged any pass-through costs from third parties in the provision of the Services provided hereunder, such costs will be charged to Customer in addition to taxes and fees.
4. Delivery and Acceptance.
a. When Summit Broadband has determined that a Service is operating substantially in conformity with the service level contained in the applicable service level agreement (the “Service Level Agreement”), a copy of which is available to Customer upon request, Summit Broadband shall promptly provide Customer written notice of the same (a “Completion Notice”). Each Completion Notice shall set forth the date upon which Summit Broadband will commence delivery of the Service to Customer (the “Delivery Date”). The Delivery Date shall be scheduled at a time mutually convenient to the Parties and in any event no later than seven (7) business days after receipt of the Completion Notice.
b. Customer shall have three (3) business days from the Delivery Date (or any other time period as the Parties may mutually agree to in writing) to test the Service and provide Summit Broadband a written notice accepting or rejecting the Service (the “Acceptance Period”). If Customer determines during the Acceptance Period that the Service is not operating in conformity with the applicable specifications, Customer shall immediately notify Summit Broadband (specifying in reasonable detail the defect or failure in the Service). Any use of the Service for purposes other than testing shall constitute acceptance of the Service. If Customer fails to notify Summit Broadband of its acceptance or rejection of the Completion Notice within the Acceptance Period, Customer shall be deemed to have accepted such Service. The date of such notice of acceptance or deemed acceptance of the Service with respect to each Service shall be the “Acceptance Date”. In the event of any good faith rejection by Customer, Summit Broadband shall take such action as reasonably necessary, and as expeditiously as practicable, to correct or cure such defect or failure in accordance with the applicable specifications. c. Notwithstanding anything to the contrary contained in this Agreement, Summit Broadband may procure any portion of a Service or infrastructure necessary to provide a Service from third parties (whether under a lease, sublease, or otherwise) and deliver the same or a portion thereof to Customer, provided however, such procurement shall not result in any additional charges to the Fees and shall not result in any material adverse impact on Customer’s operation or use of the Service that would not have resulted but for Summit Broadband’s use of such third parties. Summit Broadband may also substitute, change, convert, or reconfigure the communications equipment and facilities used in providing a Service as long as the quality of such Service is not impaired or diminished, provided however, such substitution, change conversion, or reconfiguration shall not result in any increase in the Fees and shall not cause Customer to incur costs to operate or the Services that it would not have incurred but for the substitution, change or reconfiguration.
5. Term and Termination.
a. This Agreement shall be continuous and co-terminus with any Service Term provided in any outstanding and active Service Order Forms between the Parties pursuant to this Agreement (the “Term”). Without limiting the foregoing, if after a period of sixty (60) months from the later of: (i) the Effective Date; or (ii) the commencement of any Service Term, the Customer does not have any active Services being provided by Summit Broadband, then Summit Broadband shall have the right to terminate this Agreement upon thirty (30) days’ formal written notice to Customer. Notwithstanding anything to the contrary provided in this Agreement, Customer shall have the continuing right to order any additional Services via execution of a Service Order Form for so as long as Customer has any active Services being provided by Summit Broadband.
b. The Term, with respect to each Service, shall begin on the Acceptance Date and shall extend for a period of months thereafter as set forth in the applicable Service Order Form (the “Service Term”). At the expiration of each Service Term, this Agreement will automatically renew for additional one (1) year periods unless either Party has provided the other ninety (90) days’ formal written notice of its desire to not allow this Agreement to automatically renew. Each such automatic renewal period shall be subject to the terms and conditions herein, with the Fees increased by ten percent (10%) for each automatic renewal period. Upon final written notice of termination of Service, Customer’s right to use such Service shall immediately cease.
c. Subject to the following, Customer may terminate a Service prior to the end of the applicable Service Term. In the event Customer terminates a Service prior to the end of its Service Term, Customer shall pay all outstanding balances plus a “Termination Fee” equal to one-hundred percent (100%) of the total of the remaining Fees through the end of the Service Term (a lump sum amount). In the event Customer terminates a Service prior to the end of the applicable Service Term due to a material breach of this Agreement by Summit Broadband, the Termination Fee shall not apply. Notwithstanding the foregoing, no Termination Fee shall apply in the event Customer and Summit Broadband mutually agree to replace or migrate from one Service to another.
d. Upon the expiration of this Agreement, Summit Broadband shall owe Customer no further duties, obligations, or consideration. Termination of this Agreement shall not affect the rights or obligations of either Party that have arisen before the date of termination or expiration.
e. If Customer cancels a Service Order Form or any individual Service prior to the Acceptance Date, Customer shall pay Summit an amount that equals one-hundred percent (100%) of any of Summit’s unrecovered capital expenditure costs incurred for any installation, construction, or other such related costs.
6. Access and Interconnection.
a. Customer shall grant Summit Broadband access, twenty-four (24) hours per day, seven (7) days per week, to and use of Customer’s facilities to the extent reasonably necessary for the installation, connection, removal, maintenance, inspection, or repair of equipment, facilities, and systems relating to a Service. Customer represents that it has obtained, or will obtain on a timely basis, all permissions and consents from third parties necessary to allow Summit Broadband such access, including permission to cross real property to access Customer’s facilities. In the event that Customer fails to meet its obligations regarding access to, and use of Customer’s facilities hereunder and, as a result, Summit Broadband is unable to install or continue the delivery of a Service, and such failure is not cured within ten (10) business days after notice of such failure, then such event shall be treated as a termination of the applicable Service by Customer pursuant to Section 5.c. of this Agreement, as applicable. Summit Broadband shall be responsible for any and all damages caused by it or its agents in connection with its installation, maintenance, and repair of facilities and/or Services under this Agreement.
b. Summit Broadband, or its designated third-party suppliers and agents, shall, at Customer’s request, interconnect Customer’s communications system with the Service at all required terminating locations, whether in the Florida or U.S., within Summit Broadband’s facilities or structures along the applicable route as designated in the applicable Service Order Form, provided that the Parties first agree on interconnection procedures. Summit Broadband shall perform all such work and Customer shall pay Summit Broadband the fees for such work as set forth in Summit Broadband’s published rates, and more specifically described in the applicable individual Service Order Form, on the first business day of each month. If Customer requests Summit Broadband to perform services not contemplated in the applicable Service Order Form, and Summit Broadband agrees to perform such work, Customer shall pay Summit Broadband in full the fees for such work.
7. Maintenance and Repair.
a. In the event Summit Broadband determines it necessary to interrupt a Service to perform scheduled maintenance, Summit Broadband shall (i) use commercially reasonable efforts to notify Customer at least forty-eight (48) hours prior to the interruption and (ii) upon Customer’s request, provide the relevant information on its method of procedure, including when the interruption will occur, the anticipated length of the interruption, and a general description of the work to be performed.
b. In the event Summit Broadband must perform scheduled maintenance during a Maintenance Window on a protected Service and Summit Broadband determines that it is not necessary to interrupt such Service (as described in Section 7.a. above) to perform such scheduled maintenance during a Maintenance Window, then prior to commencing any scheduled maintenance that in Summit Broadband’s reasonable judgment will cause a break in transmission on any segment of the protected circuit, Summit Broadband will cause Customer’s telecommunications traffic to be switched to other segments of the circuit. In the event any segment of the protected circuit is cut or damaged with the result that there is a break in transmission of Customer’s telecommunications traffic on that segment, then Summit Broadband agrees that it will not commence any scheduled maintenance on the other segments comprising such circuit which would result in a break in transmission on the circuit unless Summit Broadband determines that continued performance of such scheduled maintenance is required to maintain the integrity of its system. Subject to availability and subject to amendment of this Agreement, Summit Broadband may provide an additional Service requested by Customer to provide redundancy, subject to the Fees, terms and conditions, and provisioning lead-time applicable to such additional Service. Summit Broadband shall not be obligated to provide such additional Service or to pay any portion of the Fees for such additional Service as a condition precedent to performing maintenance with respect to any other Service which Customer has purchased under this Agreement. In no event, shall interruption for maintenance constitute a failure of performance by Summit Broadband of a Service in any manner.
8. Use of a Service. Customer represents, warrants, and covenants that during the Term and/or each Service Term (a) it shall use each Service in compliance with and subject to all applicable government codes, ordinances, laws, rules, and regulations and will require its customers to do the same, (b) it shall secure, prior to the Acceptance Date with respect to each Service, and maintain in full force and effect during the applicable Service Term, any and all necessary approvals, consents, rights-of-way, permits, franchises, licenses, or similar approvals from all governmental and other authorities which are necessary or required to be obtained by Customer for the use and operation of each Service by Customer, and (c) it shall not use its systems or any Service in a way that interferes in any way with or adversely affects the use of the fiber system or any communications and/or data services thereon.
Summit Broadband has in place a policy regarding Toll Fraud. In addition to the terms and conditions herein, the Customer’s use of the Service(s) shall be subject to such Toll Fraud policy, which can be found at www.summit- broadband.com.
a. Each Party hereby agrees to indemnify, defend, protect and hold harmless the other Party, its employees, agents, officers, and directors (the “Indemnified Persons”), from and against, and assumes liability for all suits, actions, damages, or claims of any character brought against the Indemnified Persons because of any personal injuries or property damage received or sustained by any persons or property which in whole or in part arise on account of the negligent acts or omissions or willful misconduct of the indemnifying Party in the performance of or related to the Indemnifying Party’s duties or obligations under this Agreement.
b. Notwithstanding the termination of this Agreement for any reason, the provisions in this Section 9 shall survive such termination or expiration.
10. Limitation of Liability; Disclaimer of Warranties.
a. NOTWITHSTANDING ANY PROVISION OF THIS AGREEMENT TO THE CONTRARY, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY OR ITS AFFILIATES FOR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE OR CONSEQUENTIAL COSTS, LIABILITIES, OR DAMAGES, WHETHER FORESEEABLE OR NOT, ARISING OUT OF, OR IN CONNECTION WITH, THE PERFORMANCE OR NON- PERFORMANCE OF ANY OBLIGATIONS UNDER THIS AGREEMENT, EACH SERVICE ORDER FORM, OR OTHERWISE RELATED TO THIS AGREEMENT.
b. SUMMIT BROADBAND MAKES NO WARRANTY, REPRESENTATION, OR INDEMNITY, EXPRESS OR IMPLIED, WITH RESPECT TO THE DELIVERY OR PERFORMANCE OF ANY SERVICE, OR ANY WORK PERFORMED UNDER THIS AGREEMENT INCLUDING ANY AND ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE OR USE OR ARISING FROM A COURSE OF DEALING, USAGE OR TRADE, AND ALL SUCH WARRANTIES ARE HEREBY EXPRESSLY DISCLAIMED.
c. The Parties expressly agree that no claim for losses or damages whatsoever in connection with this Agreement, including indemnification under the provisions of Section 9, shall be made more than two (2) years after the date that the event giving rise to such claim is known or reasonably should have been known to the Party making such claim.
d. Notwithstanding the foregoing provisions of this Section 10, to the extent Summit Broadband is required under the terms and provisions of any easement, right-of-way, lease, indefeasible right of use agreement or other agreement relating to the provisioning of any Service hereunder (“Use Agreement”), to indemnify the grantor or provider thereof from and against any and all claims, demands, suits, judgments, liabilities, losses, or expenses arising out of or related to such Use Agreements, regardless of the cause, Customer hereby releases, and waives any claims against such grantor or provider from the same.
11. Insurance. Upon the arrival of Customer equipment at Summit Broadband’s offices (if applicable) which Customer equipment is designated to be placed in a Summit Broadband rack and continuing throughout the Term, each Party shall, unless mutually agreed to the contrary in an amendment to this Agreement, procure and maintain in force the following types and limits of insurance coverage: (a) workers’ compensation as required by applicable law; which includes employer’s liability with minimum limits of One Million Dollars ($1,000,000.00); (b) general liability with minimum limits of One Million Dollars ($1,000,000.00) per occurrence and Two Million Dollars ($2,000,000.00) aggregate; and (c) automobile liability with minimum limits of One Million Dollars ($1,000,000.00). Such required insurance shall be obtained through insurers reasonably acceptable to the other Party and licensed to conduct business in the jurisdiction. Each Party shall obtain from the insurance companies providing the coverage required by this Agreement, the permission of such insurers to allow such Party to waive all rights of subrogation and each Party does hereby waive all such subrogation rights.
a. This Agreement, any data transmitted by Customer using the Services and all documents, data, information, maps and other materials, which are disclosed by one Party to the other Party in fulfilling the provisions and intent of this Agreement, are and shall be confidential (the “Confidential Information”). Neither Party shall divulge or otherwise disclose the Confidential Information to any third party without the prior written consent of the other Party, except that either Party may make disclosure on a need-to-know basis to (i) those employees required for the implementation or performance of this Agreement, (ii) its contractors on a need-to-know basis as required for the implementation or performance of this Agreement, provided that such contractors have signed a confidentiality agreement similar to this Section 12, and (iii) to its Affiliates, lenders and representatives who have been advised of the provisions of this Section 12 and who have signed a confidentiality agreement similar to this Section 12. In addition, either Party makes disclosure as required by law or in the performance of a Party’s obligations (or those of its Affiliates) as a public company. If either Party is required by law or similar process to disclose any Confidential Information, it will provide the other Party with prompt prior written notice of such request or requirement so that such Party may seek an appropriate protective order and/or waive compliance with this Section 12. The Party whose consent to disclose information is requested shall respond to such request, in writing, within five (5) working days of the request by either authorizing the disclosure or advising of its election to seek a protective order, or if such Party fails to respond within the prescribed period the disclosure shall be deemed approved.
b. Upon termination of this Agreement for any reason or upon request of a Party, each Party shall return all Confidential Information, together with any copies of the same, to the other Party within thirty (30) days.
c. Nothing herein shall be construed as granting any right or license under any copyrights, trademarks, service marks, trade names, inventions, or patents now or hereafter owned or controlled by either Party.
d. Customer shall not, without first obtaining Summit Broadband’s written consent, use any trademark, service mark, or trade name of Company or refer to the subject matter of this Agreement or Summit Broadband in any promotional activity or otherwise, nor disclose to others any specific information about the subject matter of this Agreement. Customer shall not issue publication or press releases relating directly or indirectly to this Agreement without Summit Broadband’s express written consent.
e. The provisions of this Section 12 shall survive expiration or other termination or expiration of this Agreement.
a. A default shall occur under this Agreement if: (a) in the case of a failure to pay any amount when due under this Agreement, Customer fails to pay such amount within ten (10) days after notice specifying such breach; or (b) in the case of any other material breach of this Agreement, a Party fails to cure such breach within ten (10) days after notice specifying such breach, provided that if the breach is of a nature that cannot be cured within ten (10) days, a default shall not have occurred so long as such Party has commenced to cure within said time period and thereafter diligently pursues such cure to completion (a material breach of an individual Service Order Form by Summit Broadband shall not be considered a material breach of this Agreement and shall not affect any other Service Order Form); or (c) either of the following occur (i) a Party makes a general assignment for the benefit of its creditors, files a voluntary petition in bankruptcy or any petition or answer seeking, consenting to, or acquiescing in reorganization, arrangement, adjustment, composition, liquidation, dissolution or similar relief, or an involuntary petition in bankruptcy or other insolvency protection is filed against either Party and not dismissed within one-hundred eighty (180) days thereafter. A material breach includes, but is not limited to, a failure to timely pay the Fees due under this Agreement and any failure of the breaching party to comply with a specific provision of this Agreement such that the non-breaching party is prevented from performing its obligations or receiving the benefits under the Agreement.
b. In the event of any default hereunder, the non-defaulting Party may avail itself of one or more the following remedies:
(a) take such actions as it determines, in its sole discretion, necessary to correct the default; (b) terminate this Agreement and/or the applicable Service in accordance with Section 14; and/or (c) pursue any legal remedies it may have under applicable law or principles of equity, including specific performance. Without limiting the foregoing, if the default consists of a failure of Customer to pay to Summit Broadband any Fees or expense due under any attached Service Order Form, Summit Broadband may, in addition to all other remedies, terminate or suspend any and all of its obligations in respect of such Service Order Form under this Agreement, and apply any and all amounts previously paid by Customer hereunder toward the payment of any other amounts then or thereafter payable by Customer hereunder.
a. Summit Broadband’s Termination Rights.
(a) This Agreement may be terminated by Summit Broadband at any time in Summit Broadband’s sole discretion upon any material breach or default (as defined in Section 13.a) by Customer of this Agreement that remains uncured ten (10) business days after Summit Broadband delivers written notice to Customer of such breach; provided, however, that lack of payment by the eighth day of the month when payment is due on the first day of the month affords Summit Broadband the right to terminate Customer’s service immediately.
(b) This Agreement may also be terminated by Summit Broadband due to the following:
• Summit Broadband determines or reasonably believes that Customer provided information to Summit Broadband prior to Customer’s first use of any Service that was or becomes incorrect, absent, or incomplete;
• Summit Broadband determines or reasonably believes that Customer used fraudulent means to pay Fees due under this Agreement;
• Summit Broadband determines or reasonably believes that Customer abused, threatened, or harassed (whether verbally, in writing or otherwise) any Summit Broadband employee, contractor, agent, or representative;
• Summit Broadband determines that the amount of technical support required to be provided to Customer by Summit Broadband is excessive as determined in the sole discretion of Summit Broadband;
• Customer has taken any action or engaged in any conduct which Summit Broadband reasonably determines has impeded its ability to provide any Service contemplated by this Agreement.
b. Customer’s Termination Rights. Customer may terminate this Agreement at any time upon notice to Summit Broadband in accordance with Section 1; provided that any such termination by Customer shall become effective on the last date of the month in which Customer provides notice to Summit Broadband.
c. Effect. Immediately upon termination of this Agreement by Summit Broadband or Customer, Summit Broadband will terminate all Services provided by Summit Broadband to Customer. In the event that Summit Broadband terminates this Agreement pursuant to Section 14, Summit Broadband shall have no liability to Customer.
15. Force Majeure. Notwithstanding any other provision of this Agreement, the Parties will not be deemed in default for the delay in performance of, or failure to perform, in whole or in part, its obligations due, directly or indirectly, to events that constitute “impossibility of performance” under Florida law, including without limitation: acts of God, strike or labor disturbance; war or act of war; insurrection, riot, or other civil disturbance; cable cut, failure of common carrier or “carrier’s carrier,” or interruption of power; sabotage or act of public enemy; action or inaction of any governmental authority including condemnation; fire; earthquake, tornado, hurricane, flood, or other severe weather condition; and other unavoidable casualty (collectively, “Force Majeure”). Such Party’s performance of such obligation or obligations shall be excused and extended for and during the entire duration of any such Force Majeure. Failure to pay any amount due shall not be considered a Force Majeure event. The Party claiming relief under this Section 15 shall notify the other in writing of the existence of the Force Majeure event relied on and the cessation or termination of said Force Majeure event, and the Party claiming relief shall exercise reasonable commercial efforts to minimize the time of any such delay.
THE INTERRUPTION OR FORCED CESSATION OF SERVICE IN TOTAL OR IN PART DUE TO THE ACTIONS OF REGULATOR OR LICENSING AUTHORITY, OR AN ORDER OF A COURT OR OTHER LEGAL AUTHORITY HAVING LEGAL JURISDICTIONAL AUTHORITY OVER SUMMIT BROADBAND, CUSTOMER OR CUSTOMER’S CUSTOMERS, SHALL BE CONSIDERED A FORCE MAJEURE EVENT FOR THE PURPOSE OF TERMINATION AND/OR DEFAULT OF THIS AGREEMENT, WITHOUT RESPECT TO THE INTERPRETATION OR INTENT OF THE DEFINITIONS OF SECTION 5 A., B., OR C. ABOVE. IN THE EVENT OF A FORCE MAJEURE AS DEFINED IN THIS SECTION 15, ALL OUTSTANDING BALANCES ACCRUED AND OWED TO SUMMIT BROADBAND BY THE CUSTOMER THROUGH THE DATE OF THE FORCE MAJEURE EVENT SHALL BE SETTLED UNDER THE NORMAL PAYMENT CONDITIONS AS OUTLINED IN SECTION 3 OF THIS AGREEMENT AND ANY FAILURE TO SETTLE ANY AMOUNTS DUE WITHIN THE SAID TIME FRAME DESCRIBED, SHALL BRING ABOUT THE SAME DEFAULT REMEDIES AVAILABLE TO SUMMIT BROADBAND AS OUTLINED IN SECTION 13B OF THIS AGREEMENT.
16. Assignment and Transfer Restrictions.
a. Except as provided in Section 16.b., neither Party shall transfer or assign all or any part of its interest under this Agreement, or delegate any duties, burdens, or obligations arising hereunder, without the other Party’s written consent, which consent shall not be unreasonably withheld or delayed. A transfer or assignment in violation of this Section 16 shall constitute a material breach of this Agreement and shall be null and void from its inception.
b. Either Party may assign this Agreement in whole or in part to a Permitted Assignee upon prior written notice to the other Party. “Permitted Assignee” shall mean (a) any Affiliate, (b) any Person that purchases all or substantially all of the assets of the assignor, or any other Person formed by or surviving the merger or consolidation of the assignor and any other Person or (c) any institutional leader to whom this Agreement is assigned as collateral security for any indebtedness of the assignor or any Affiliate of the assignor, provided that such collateral assignment is subject to the terms of this Agreement.
c. Nothing contained in this Agreement shall preclude Customer from leasing or providing any capacity or other services derived from a Service to third parties without obtaining Summit Broadband’s consent, provided that any use of such Services shall be subject to the terms and conditions of this Agreement. Customer agrees to indemnify, defend and hold harmless Summit Broadband, its Affiliates, and their employees, agents, officers, and directors, from and against and assumes liability for all suits, actions, damages, or claims of any nature arising out of or resulting from a contractual or other relationship between Customer and any such third parties as it relates to this Agreement or the use of a Service.
17. Representations. Each Party represents and warrants to the other that: (a) the representing Party has full rights and authority to enter into this Agreement and that by entering into this Agreement, the representing Party is not in violation of its charter or bylaws, or any law, regulation, or agreement by which it is bound or to which it is subject; (b) the execution, delivery, and performance of this Agreement by such Party has been duly authorized by all requisite corporate action, that the signatories for such Party hereto are authorized to sign this Agreement; (c) the representing Party is a business entity duly organized and validly existing and in good standing under the laws of its jurisdiction or organization; and (d) there are no actions, suits or proceedings pending or threatened against the representing Party before any court or administrative agency that would materially impair such Party’s performance under this Agreement.
a. Waiver. The failure of either Party to enforce any of the provisions of this Agreement or any applicable Service Order Form, or the waiver thereof in any instance shall not be construed as a general waiver or relinquishment on its part of any such provision, but the same shall nevertheless be and remain in full force and effect.
b. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the Florida, irrespective of principles of conflicts of law.
c. Rules of Construction. The captions or headings of this Agreement are strictly for convenience and shall not be considered in interpreting this Agreement or as simplifying or limiting any of its content. Words in this Agreement, which import the singular connotation, shall be interpreted as plural, and words that import the plural connotation shall be interpreted as singular, as the identity of the Parties or objects referred to may require. Unless expressly defined herein, words having well known technical or trade meanings shall be so construed. All listing of items shall not be taken to be exclusive, but shall include other items, whether similar or dissimilar to those listed, as the context reasonably requires. Except as set forth to the contrary herein, a Party’s right or remedy shall be cumulative and without prejudice to any other right or remedy, whether contained herein or not. This Agreement has been fully negotiated by the Parties. This Agreement does not provide and is not intended to provide any third parties, other than certain Affiliates of the Parties, with any remedy, claim, reimbursement, cause of action, or any other right. All actions, activities, consents, approvals, and other undertakings of the Parties shall be performed in a reasonable and timely manner, it being expressly acknowledged and understood that time is of the essence in the performance of obligations required to be performed by a date expressly specified herein.
d. Entire Agreement; Modification. This Agreement constitutes the entire agreement between the Parties regarding the subject matter hereof. This Agreement may only be modified or supplemented by an instrument in writing executed by authorized representatives of each Party and specifically stating that the Parties intend to modify or supplement this Agreement.
e. No Personal Liability. Each action or claim against a Party arising under or relating to this Agreement shall be made only against such Party as a business entity, and any liability relating thereto shall be enforceable only against the business entity assets of such Party.
f. Severability. If any term, covenant, or condition contained in this Agreement is, to any extent, held invalid or unenforceable in any respect under the laws governing this Agreement, the remainder of this Agreement shall not be affected thereby, and each term, covenant or condition of this Agreement shall be valid and enforceable to the fullest extent permitted by law.
g. Counterparts. This Agreement may be executed in one or more counterparts, all of which taken together shall constitute one and the same instrument.
h. Title to Equipment Infrastructure. This Agreement shall not in any way convey title or any interest in the infrastructure, systems, equipment, facilities or other property of Summit Broadband (or its Affiliates) utilized in connection with the provision of any Service.
i. Expenses. All costs and expenses, including without limitation fees and disbursements of counsel, financial advisors and accountants, and stamp and capital duties and taxes incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the Party incurring such costs and expenses.
j. Performance. Customer expressly agrees and acknowledges that, notwithstanding that Summit Broadband shall be liable for all of the obligations ascribed to it under this Agreement; any Affiliate of Summit Broadband may perform such obligations.
k. Subject to Laws. This Agreement is subject to, and Customer agrees to comply with, the laws of Florida as well as all applicable federal, state, and local laws, and regulations, rulings, and orders of governmental agencies. The Parties also agree to comply with applicable provisions of Summit Broadband tariffs, if any, and to take all steps necessary to obtain and continue in effect any required certification, permit, license, approval, or authorization of the FPSC and any other governmental body as necessary. In the event that Summit Broadband cannot obtain all necessary federal, state, local, or other governmental authority to provide Services, Summit Broadband shall promptly give written notice thereof to Customer and such notice shall constitute termination of the applicable Service without liability of either Party.
l. Invalidity. If any provision of this Agreement shall be determined to be invalid or unenforceable, the remainder of the Agreement shall continue in full force and effect.
m. Agents. The relationship between Summit Broadband and Customer shall not be that of partners, agents, or joint ventures for one another, and nothing contained in this agreement shall be deemed to constitute a partnership or agency agreement between them for any purposes, including, but not limited to, federal income tax purposes. The Parties, in performing any of their contractual obligations at their own risk subject, however, to the terms and conditions hereof.